COMMON STOCK PURCHASE WARRANT Femasys Inc.Femasys Inc • April 20th, 2023 • Surgical & medical instruments & apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____, 20__1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Femasys Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 20th, 2023 • Femasys Inc • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 18, 2023, between Femasys Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 15th, 2023 • Femasys Inc • Surgical & medical instruments & apparatus • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as November 14, 2023, is by and among Femasys Inc., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
Femasys Inc. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • July 1st, 2022 • Femasys Inc • Surgical & medical instruments & apparatus • New York
As further set forth in this agreement (this “Agreement”), Femasys Inc., a company organized under the laws of Delaware (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. (the “Agent”), as sales agent, the Company’s common stock, par value $0.001 per share (the “Common Stock”) (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.
FEMASYS INC., AS ISSUER, AND [TRUSTEE], AS TRUSTEE, INDENTURE DATED AS OF , 20 DEBT SECURITIESFemasys Inc • July 1st, 2022 • Surgical & medical instruments & apparatus • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
Femasys Inc. [●] Shares Common Stock ($0.001 par value) Underwriting AgreementFemasys Inc • June 14th, 2021 • Surgical & medical instruments & apparatus • New York
Femasys Inc., a corporation organized under the laws of Delaware (the “Issuer”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Chardan Capital Markets LLC is acting as representative (the “Representative”), [●] shares of common stock, $0.001 par value per share (“Common Stock”) of the Issuer (said shares to be issued and sold by the Issuer being hereinafter called the “Underwritten Securities”). The Issuer also proposes to grant to the Underwriters an option to purchase up to [●] additional shares of Common Stock to cover over-allotments, if any (the “Option Securities;” the Option Securities, together with the Underwritten Securities, hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representative and Underwriter shall mean either the singular or plural as the
amended and restated EMPLOYMENT AGREEMENTEmployment Agreement • June 14th, 2021 • Femasys Inc • Surgical & medical instruments & apparatus • Georgia
This Employment Agreement (this “Agreement”) is entered into as of June 1, 2021 by and between Femasys Inc., a Delaware corporation (the “Company”), and Kathy Lee-Sepsick (the “Executive”). This Agreement shall become effective on the date on which the Company’s securities become publicly traded on a national securities exchange or quoted on an automated quotation system, which shall include the closing of a transaction pursuant to which the Company is acquired by, or merged with, another company and immediately following such transaction, the Company’s, such acquiror’s or any of their respective parent company’s securities are publicly traded on a national securities exchange or quoted on an automated quotation system. If such date does not occur on or prior to September 30, 2021, this Agreement shall be null and void ab initio. The date on which this Agreement becomes effective shall be referred to herein as the “Effective Date.”
COLLABORATION AGREEMENTCollaboration Agreement • November 15th, 2023 • Femasys Inc • Surgical & medical instruments & apparatus • New York
This Collaboration Agreement (“Agreement”) is effective as of the date of last signature below (“Effective Date”) and is by and between PharmaCyte Biotech, Inc., a Nevada corporation with its principal place of business at 3960 Howard Hughes Parkway, Suite 500, Las Vegas, NV 89169, United States (“PharmaCyte”), and Femasys Inc., a Delaware corporation, having its principal place of business at 3950 Johns Creek Court, Suite 100, Suwanee, Georgia 30024 (“Femasys”). PharmaCyte and Femasys are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
EMPLOYMENT AGREEMENTEmployment Agreement • June 14th, 2021 • Femasys Inc • Surgical & medical instruments & apparatus • Delaware
EMPLOYMENT AGREEMENT made this 15th day of February, 2010 by and between FEMASYS INC., a Delaware corporation having a principal place of business at 5000 Research Court, Suite 100, Suwanee, Georgia 30024 (hereinafter the “Company”), and Gary E. Thompson, residing at 2315 Cape Courage Way, Suwanee, GA 30024 (hereinafter “Executive”).
WARRANT TO PURCHASE SHARES OF COMMON STOCKFemasys Inc • May 14th, 2021 • Surgical & medical instruments & apparatus • Delaware
THIS CERTIFIES THAT, for value received, (“Holder”) is entitled to subscribe for and purchase fully paid and nonassessable shares of Common Stock, $0.001 par value, (the “Common Stock”) of Femasys Inc., a Delaware corporation (“Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. “Warrant Shares” shall mean the shares of Common Stock that Holder may acquire pursuant to this Warrant.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 15th, 2023 • Femasys Inc • Surgical & medical instruments & apparatus
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 14, 2023, is by and among Femasys Inc., a Delaware corporation (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 14th, 2021 • Femasys Inc • Surgical & medical instruments & apparatus • Georgia
EMPLOYMENT AGREEMENT made this 17th day of March, 2004 by and between FEMASYS INC., a Delaware corporation (“Employer”), and KATHY LEE-SEPSICK, a resident of Georgia (“Employee”).
FIRST AMENDMENT TO THE THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • May 14th, 2021 • Femasys Inc • Surgical & medical instruments & apparatus
THIS FIRST AMENDMENT TO THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Amendment”) is effective as of the 2nd day of April, 2021.
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 14th, 2021 • Femasys Inc • Surgical & medical instruments & apparatus • Delaware
This Indemnification Agreement (the “Agreement”) is made and entered into this ___ day of _______, 2021, by and between Femasys Inc., a Delaware corporation (the “Company,” which term shall include, where appropriate, any Enterprise (as hereinafter defined) controlled directly or indirectly by the Company), and __________ (the “Indemnitee”).
MASTER SERVICES AGREEMENTMaster Services Agreement • November 12th, 2021 • Femasys Inc • Surgical & medical instruments & apparatus • Georgia
THIS MASTER SERVICES AGREEMENT (“Agreement”), effective as of the date last signed below (the “Effective Date”), is by and between Femasys Inc., a Delaware corporation with offices located at 3950 Johns Creek Court, Suite 100, Suwanee, Georgia 30024 (“Client”) and BEspoke Medical Affairs Solutions, LLC, a Massachusetts limited liability company (“BEspoke”) (BEspoke and the Client, collectively, the “Parties”).
FEMASYS INC. THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT DATED JANUARY 6, 2017Investor Rights Agreement • May 14th, 2021 • Femasys Inc • Surgical & medical instruments & apparatus • Delaware
THIS THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 6th day of January, 2017, by and among FEMASYS INC., a Delaware corporation (the “Company”), the investors listed on Exhibit A hereto (each of which is referred to individually in this Agreement as an “Investor” and collectively, the “Investors”), and each of the Major Common Holders (as defined below) listed on Exhibit B hereto (each Major Common Holder together with the Investors, being the “Designated Holders”).
