ASSET PURCHASE AGREEMENT By and Among Medi-Hut Co., Inc. and Spectrum Biotech, Inc. Dated as of January 2002 ASSET PURCHASE AGREEMENT TABLE OF CONTENTS ARTICLE I DEFINITIONS......................................................4 SECTION 1.1...Asset Purchase Agreement • March 15th, 2002 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • New Jersey
REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated the 30th day of November, 2000, between MIDWEST FIRST NATIONAL, INC. (referred to as the "Investor"), COLUMBIA FINANCIAL GROUP, INC., and MUTUAL VENTURES CORP. (the "Persons who...Registration Rights Agreement • January 16th, 2001 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
EXHIBIT 10.1 CONSULTING SERVICES AGREEMENT ----------------------------- This Consulting Services Agreement (this "Agreement"), is made as of the 21st day of February, 2003, by and between Medi-Hut Co., Inc., a Nevada corporation having a principal...Consulting Services Agreement • March 3rd, 2003 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • New Jersey
EMPLOYMENT AGREEMENT BETWEEN MEDI-HUT CO., INC. AND LAURENCE SIMON November 1, 2001 DATED: _________________ EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT made this 1st day of November, 2001 between MEDI-HUT CO., INC. a New Jersey Corporation, located at...Employment Agreement • November 27th, 2001 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • New Jersey
Exhibit 10.10 EXHIBIT C REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated the 5th day of October, 2001, between EMPIRE FUND MANAGERS , (referred to as the "Investors"), and Medi-Hut Co., Inc., a corporation incorporated under the...Registration Rights Agreement • October 30th, 2001 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • Utah
STOCK OPTION AGREEMENT AND NOTICE OF GRANT Date of Grant: January 21, 2009Stock Option Agreement • January 29th, 2009 • Scivanta Medical Corp • Surgical & medical instruments & apparatus • Nevada
In recognition of your continued service to Scivanta Medical Corporation (“Scivanta”) and to encourage you to continue to take into account the long-term interests of Scivanta, the Board of Directors of Scivanta (the “Board”) has authorized the grant to you of an option (the “Option”) to purchase thirty-seven thousand (37,000) shares (the “Shares”) of Scivanta’s common stock, par value $.001 per share (“Common Stock”), under the Scivanta Medical Corporation 2007 Equity Incentive Plan (the “Equity Incentive Plan”).
ASSET PURCHASE AGREEMENT By and Among Medi-Hut Co., Inc. and Spectrum Biotech, Inc. Dated as of January 2002 ASSET PURCHASE AGREEMENT TABLE OF CONTENTS ARTICLE I DEFINITIONS......................................................4 SECTION 1.1...Asset Purchase Agreement • January 10th, 2002 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • New Jersey
Exhibit 10.9 UNIT PURCHASE AGREEMENT ----------------------- THIS UNIT PURCHASE AGREEMENT, dated as of October 5, 2001 (the "Agreement") between Medi-Hut Co., Inc., a Delaware corporation with offices at 1935 Swarthmore Avenue, Lakewood, New Jersey...Unit Purchase Agreement • October 30th, 2001 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • Utah
STOCK OPTION AGREEMENT AND NOTICE OF GRANT Date of Grant: February 5, 2007Stock Option Agreement • March 14th, 2007 • Scivanta Medical Corp • Wholesale-medical, dental & hospital equipment & supplies • Nevada
In recognition of your service to Scivanta Medical Corporation (“Scivanta”) and to encourage you to continue to take into account the long-term interests of Scivanta, the Board of Directors of Scivanta (the “Board”) has authorized the grant to you of an option (the “Option”) to purchase five-hundred thousand (500,000) shares (the “Shares”) of Scivanta’s common stock, par value $.001 per share (“Common Stock”), under the Scivanta Medical Corporation 2002 Equity Incentive Plan (the “Equity Incentive Plan”).
STOCK OPTION AGREEMENT AND NOTICE OF GRANT Date of Grant: January 21, 2009Stock Option Agreement • January 29th, 2009 • Scivanta Medical Corp • Surgical & medical instruments & apparatus • Nevada
In recognition of your continued service to Scivanta Medical Corporation (“Scivanta”) and to encourage you to continue to take into account the long-term interests of Scivanta, the Board of Directors of Scivanta (the “Board”) has authorized the grant to you of an option (the “Option”) to purchase two-hundred fifty thousand (250,000) shares (the “Shares”) of Scivanta’s common stock, par value $.001 per share (“Common Stock”), under the Scivanta Medical Corporation 2007 Equity Incentive Plan (the “Equity Incentive Plan”).
AGREEMENT AND PLAN OF REORGANIZATION THIS AGREEMENT AND PLAN OF REORGANIZATION ("Plan") is made this 28th day of January, 1998, among Indwest, Inc., a Utah corporation ("Indwest"); Medi-Hut Co., Inc., a New Jersey corporation, any and all of its...Agreement and Plan of Reorganization • August 23rd, 1999 • Medi Hut Co Inc • Utah
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 2nd, 2008 • Scivanta Medical Corp • Surgical & medical instruments & apparatus • New Jersey
This Executive Employment Agreement (this “Agreement”) is made as of the 1st day of January, 2008, by and between Scivanta Medical Corporation, a Nevada corporation (the “Company”), and Thomas S. Gifford (the “Executive”).
Amended and Restated Technology License AgreementLicense Agreement • February 15th, 2011 • Scivanta Medical Corp • Surgical & medical instruments & apparatus • New York
This Amended and Restated Technology License Agreement (this “Agreement”) is entered into this 14th day of February, 2011 (the “Agreement Effective Date”) by and between The Research Foundation of State University of New York, for and on behalf of University at Buffalo, a non-profit corporation organized and existing under the laws of the State of New York (the “Foundation”), Donald D. Hickey, M.D. (“Hickey”) and Clas E. Lundgren, M.D., Ph.D. (a/k/a Claes Lundgren and referenced herein as “Lundgren”) and Scivanta Medical Corporation (formerly Medi-Hut Co., Inc.), a corporation duly organized under the laws of the State of Nevada, and having its principal place of business at 215 Morris Avenue, Spring Lake, New Jersey 07762 (“Licensee”). Foundation, Hickey and Lundgren will be collectively referenced herein as “Licensor”.
Second Addendum to the Technology License Agreement between The Research Foundation of State University of New York for and on behalf of University at Buffalo and Donald D. Hickey, M.D. and Clas E. Lundgren, M.D., Ph.D. and Scivanta Medical CorporationScivanta Medical Corp • October 28th, 2008 • Surgical & medical instruments & apparatus
This Second Addendum (this “Second Addendum”) to the Technology License Agreement (as such term is defined below), entered into as of the 23rd day of October, 2008 (the “Second Addendum Effective Date”), is by and among The Research Foundation of State University of New York, for and on behalf of University at Buffalo, a non-profit corporation organized and existing under the laws of the State of New York (the “Foundation”), Donald D. Hickey, M.D. (“Hickey”) and Clas E. Lundgren, M.D., Ph.D. (a/k/a Claes Lundgren and referenced herein as “Lundgren”) and Scivanta Medical Corporation (formerly Medi-Hut Co., Inc.), a corporation duly organized under the laws of the State of Nevada, and having its principal place of business at 215 Morris Avenue, Spring Lake, New Jersey 07762 (“Licensee”). Foundation, Hickey and Lundgren will be collectively referenced herein as “Licensor.” Capitalized terms used herein, but not otherwise defined herein, shall have such meanings as given to such terms in t
Technology License Agreement between The Research Foundation of State University of New York for and on behalf of University at Buffalo and Medi-Hut Co., Inc.Technology License Agreement • November 14th, 2006 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
THIS RESTRICTIVE COVENANT AND CONFIDENTIALITY AGREEMENT (hereinafter referred to as the “Agreement”) is made and entered into this ____ day of November 2006, by and between Donald D. Hickey, M.D. (“Hickey”) and Medi-Hut Co., Inc., a corporation duly organized under the laws of the State of Nevada, and having its principal place of business at 215 Morris Avenue, Spring Lake, NJ 07762 (“Licensee”). This Agreement is incorporated by reference and is part of the Technology License Agreement, dated November ___, 2006 by and among Licensee, Hickey and The Research Foundation of State University of New York, for and on behalf of University at Buffalo (the “Foundation”). Defined terms have the same meaning as in the Technology License Agreement unless they are otherwise defined herein.
SERVICE AGREEMENTService Agreement • January 29th, 2009 • Scivanta Medical Corp • Surgical & medical instruments & apparatus • New Jersey
This Agreement, dated as of February 1, 2008 is entered into by Rivertek Medical Systems, Inc., a Minnesota Corporation with offices located at 3550 Lexington Ave. No. #209, St. Paul, MN 55126 (hereinafter referred to as “Rivertek”), and Scivanta Medical Corporation, a Nevada Corporation with offices located at 215 Morris Avenue Spring Lake, NJ 07762, (hereinafter referred to as “Scivanta”),
ANDJointventure Agreement • October 30th, 2001 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies
EXHIBIT 99.1Consultant Compensation Agreement • December 14th, 2000 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • Utah
PROMISSORY NOTEPromissory Note • January 26th, 2000 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies
MEDI-HUT CO.,INC.,(TIN: 22-2436721) PNC BANK, NATIONAL ASSOCIATION 1935 SWARTHMORE AVENUE TWO TOWER CENTER BOULEVARD LAKEWOOD, NJ 08701 EAST BRUNSWICH, NJ 08816 ______________________________________________________________________________
Fourth Addendum to the Technology License Agreement between The Research Foundation of State University of New York for and on behalf of University at Buffalo and Donald D. Hickey, M.D. and Clas E. Lundgren, M.D., Ph.D. and Scivanta Medical CorporationScivanta Medical Corp • October 30th, 2009 • Surgical & medical instruments & apparatus
This Fourth Addendum (this “Fourth Addendum”) to the Technology License Agreement (as such term is defined below), entered into as of the 29th day of October, 2009 (the “Fourth Addendum Effective Date”), is by and among The Research Foundation of State University of New York, for and on behalf of University at Buffalo, a non-profit corporation organized and existing under the laws of the State of New York (the “Foundation”), Donald D. Hickey, M.D. (“Hickey”) and Clas E. Lundgren, M.D., Ph.D. (a/k/a Claes Lundgren and referenced herein as “Lundgren”) and Scivanta Medical Corporation (formerly Medi-Hut Co., Inc.), a corporation duly organized under the laws of the State of Nevada, and having its principal place of business at 215 Morris Avenue, Spring Lake, New Jersey 07762 (“Licensee”). Foundation, Hickey and Lundgren will be collectively referenced herein as “Licensor.” Capitalized terms used herein, but not otherwise defined herein, shall have such meanings as given to such terms in t
CONSULTANT AGREEMENT Columbia Financial Group is an investor relations, direct marketing, publishing, public relations ans advertising frim with expertise in the dissemination of information about publicly traded companies. Also in the business of...Consultant Agreement • December 2nd, 1999 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • New Jersey
PRODUCT DEVELOPMENT AGREEMENT PDA-001Product Development Agreement • August 23rd, 2007 • Scivanta Medical Corp • Wholesale-medical, dental & hospital equipment & supplies • New York
This Agreement made and entered into between Scivanta Medical Corporation, with its principal office at 215 Morris Avenue, Spring Lake, New Jersey 07762 (“CUSTOMER”) and Sparton Medical Systems, a business group of Sparton Electronics Florida, Inc., a Florida Corporation, with an office at P. O. Box 788, 5612 Johnson Lake Road, DeLeon Springs, Florida 32130 (“SMS”).
STOCK OPTION AGREEMENT AND NOTICE OF GRANT Date of Grant: January 1, 2008Stock Option Agreement • January 2nd, 2008 • Scivanta Medical Corp • Surgical & medical instruments & apparatus • Nevada
In recognition of your service to Scivanta Medical Corporation (“Scivanta”) and to encourage you to continue to take into account the long-term interests of Scivanta, the Board of Directors of Scivanta (the “Board”) has authorized the grant to you of an option (the “Option”) to purchase one-hundred thousand (100,000) shares (the “Shares”) of Scivanta’s common stock, par value $.001 per share (“Common Stock”), under the Scivanta Medical Corporation 2007 Equity Incentive Plan (the “Equity Incentive Plan”).
AMENDMENT NO. 1 to EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 21st, 2010 • Scivanta Medical Corp • Surgical & medical instruments & apparatus
This Amendment No. 1, dated as of June 18, 2010 (this “Amendment”), to the Executive Employment Agreement, dated as of January 1, 2008 (the “Agreement”), is made by and between Scivanta Medical Corporation, a Nevada corporation (the “Company”), and Thomas S. Gifford (the “Executive”).
AMENDED AND RESTATED SERVICE AGREEMENTService Agreement • March 17th, 2009 • Scivanta Medical Corp • Surgical & medical instruments & apparatus • New Jersey
THIS AMENDED AND RESTATED SERVICE AGREEMENT (this “Agreement”), dated as of February 5, 2009, is entered into by Rivertek Medical Systems, Inc., a Minnesota corporation with offices located at 3550 Lexington Ave. No. #209, St. Paul, MN 55126 (hereinafter referred to as “Rivertek”), and Scivanta Medical Corporation, a Nevada corporation with offices located at 215 Morris Avenue Spring Lake, NJ 07762 (hereinafter referred to as “Scivanta”).
ADDENDUM TO CONSULTING AGREEMENT BETWEEN COLUMBIA FINANCIAL GROUP AND MEDI-HUT CO., INC. DATED OCTOBER 1, 2000 AND AMENDMENT TO CONSULTING AGREEMENT This is an Addendum to that Consulting Agreement dated October 1, 2000 as amended as of that same date...Consulting Agreement • June 4th, 2001 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies
AMENDMENT NO. 2 TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 30th, 2012 • Scivanta Medical Corp • Surgical & medical instruments & apparatus
This Amendment No. 2, dated as of January 3, 2012 (this “Amendment”), to the Executive Employment Agreement, dated as of January 1, 2008 and amended as of February 1, 2010 (the “Agreement”), is made by and between Scivanta Medical Corporation, a Nevada corporation (the “Company”), and David R. LaVance (the “Executive”).
Committed Line of Credit Note PNC BANKMedi Hut Co Inc • March 15th, 2002 • Wholesale-medical, dental & hospital equipment & supplies
SHARED SERVICES AGREEMENTShared Services Agreement • November 25th, 2005 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • New Jersey
THIS SHARED SERVICES AGREEMENT (this “Agreement”), made as of this 1st day of May, 2004, is by and between Century Capital Associates LLC, having an office at 215 Morris Avenue, Spring Lake, New Jersey 07762 (herein referred to as “CCA”), and Medi-Hut Co., Inc., having an office at 215 Morris Avenue, Spring Lake, New Jersey 07762 (herein referred to as “MHUT”);
First Addendum to the Amended and Restated Technology License Agreement between The Research Foundation for State University of New York for and on behalf of University at Buffalo and Donald D. Hickey, M.D. and Clas E. Lundgren, M.D., Ph.D. and...Scivanta Medical Corp • March 18th, 2013 • Surgical & medical instruments & apparatus
This First Addendum (this “First Addendum”) to the Amended and Restated Technology License Agreement, entered into as of the 14th day of March, 2013 (the “First Addendum Effective Date”), is by and among The Research Foundation for State University of New York, for and on behalf of University at Buffalo, a non-profit corporation organized and existing under the laws of the State of New York (the “Foundation”), Donald D. Hickey, M.D. (“Hickey”), Clas E. Lundgren, M.D., Ph.D. (a/k/a Claes Lundgren and referenced herein as “Lundgren”) and Scivanta Medical Corporation (formerly Medi-Hut Co., Inc.), a corporation duly organized under the laws of the State of Nevada, and having its principal place of business at 215 Morris Avenue, Spring Lake, New Jersey 07762 (“Licensee”). Foundation, Hickey and Lundgren will be collectively referenced herein as “Licensor.” Capitalized terms used herein, but not otherwise defined herein, shall have such meanings as given to such terms in the Technology Lice
AGREEMENT AND PLAN OF REORGANIZATION THIS AGREEMENT AND PLAN OF REORGANIZATION ("Plan") is made this 10th day of January, 2000, among Medi-Hut Co., Inc., a Delaware corporation ("Medi-Hut"); Vallar Consulting Corp., a New York corporation, any and all...Agreement and Plan of Reorganization • January 24th, 2000 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies • Delaware
LICENSE TERMINATION AGREEMENTLicense Termination Agreement • January 27th, 2016 • Scivanta Medical Corp • Surgical & medical instruments & apparatus • New York
THIS LICENSE TERMINATION AGREEMENT (“Agreement”) is effective as of January 22, 2016 (“Termination Date”), by and between The Research Foundation for the State University of New York, a non-profit corporation duly organized and existing under the laws of the State of New York (“Foundation”), for and on behalf of University at Buffalo, and Donald D. Hickey, M.D. (“Hickey”) and Clas E. Lundgren, M.D., Ph.D. (a/k/a Claes Lundgren and referenced herein as “Lundgren”) and Scivanta Medical Corporation (formerly Medi-Hut Co., Inc.), a corporation duly organized under the laws of the State of Nevada, and having its principal place of business at 215 Morris Avenue, Spring Lake, New Jersey 07762 (“Licensee”). Foundation, Hickey and Lundgren will be collectively referenced herein as “Licensor”.
Third Addendum to the Technology License Agreement between The Research Foundation of State University of New York for and on behalf of University at Buffalo and Donald D. Hickey, M.D. and Clas E. Lundgren, M.D., Ph.D. and Scivanta Medical CorporationScivanta Medical Corp • January 29th, 2009 • Surgical & medical instruments & apparatus
This Third Addendum (this “Third Addendum”) to the Technology License Agreement (as such term is defined below), entered into as of the 6th day of January, 2009 (the “Third Addendum Effective Date”), is by and among The Research Foundation of State University of New York, for and on behalf of University at Buffalo, a non-profit corporation organized and existing under the laws of the State of New York (the “Foundation”), Donald D. Hickey, M.D. (“Hickey”) and Clas E. Lundgren, M.D., Ph.D. (a/k/a Claes Lundgren and referenced herein as “Lundgren”) and Scivanta Medical Corporation (formerly Medi-Hut Co., Inc.), a corporation duly organized under the laws of the State of Nevada, and having its principal place of business at 215 Morris Avenue, Spring Lake, New Jersey 07762 (“Licensee”). Foundation, Hickey and Lundgren will be collectively referenced herein as “Licensor.” Capitalized terms used herein, but not otherwise defined herein, shall have such meanings as given to such terms in the T
LOAN AGREEMENTLoan Agreement • November 25th, 2005 • Medi Hut Co Inc • Wholesale-medical, dental & hospital equipment & supplies
THIS LOAN AGREEMENT (this “Agreement”) is entered into by and between MEDI-HUT INT’L (MFG) CO., LTD., a corporation organized and existing under the laws of the Republic of Korea (“Korea”) with its principal offices at 4-1 Godeung-Ri, Sojung-Myun, Yeonki-Kun, Chungcheongnam-Do, Korea (“MHI”) and MEDI-HUT CO., INC., a corporation organized and existing under the laws of the State of Nevada, United States of America, with its principal offices at 1345 Campus Parkway, Wall Township, New Jersey 07753, United States of America (“MHUT”; together with MHI, collectively, the “Parties”).
Amendment No. 1 to Service AgreementService Agreement • January 29th, 2009 • Scivanta Medical Corp • Surgical & medical instruments & apparatus
The Service Agreement dated February 1, 2008 entered into between Scivanta Medical Corporation (“Scivanta”) and Rivertek Medical Systems, Inc. is hereby amended as follows:
