SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 25th, 2016 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August __, 2016, between SANUWAVE Health, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature page hereto (including their successors and assigns, the “Purchasers,” and each individually a “Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 7th, 2011 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 3rd, 2016 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January , 2016, between SANUWAVE Health, Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 14th, 2021 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August [●], 2021 between Sanuwave Health, Inc., a corporation organized under the laws of Nevada (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, a “Purchaser”).
Form of WarrantSANUWAVE Health, Inc. • August 25th, 2016 • Surgical & medical instruments & apparatus
THIS CLASS L 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 August 24, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on March 17, 2019 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SANUWAVE Health, Inc., a Nevada 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).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 19th, 2016 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 13, 2016, is by and among SANUWAVE Health, Inc., a Nevada corporation (the “Company”), and each of the undersigned investors (each an “Exchange Investor,” and collectively, the “Exchange Investors”).
COMMON STOCK PURCHASE WARRANT SANUWAVE HEALTH, INC.SANUWAVE Health, Inc. • January 25th, 2024 • Surgical & medical instruments & apparatus • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [•] or [its/their] 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 21, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SANUWAVE Health, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), up to [•] Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF SERIES B WARRANTSANUWAVE Health, Inc. • March 18th, 2014 • Surgical & medical instruments & apparatus • New York
SANUWAVE Health, Inc., a Nevada corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [_________________], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon exercise of this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after the Issuance Date, but not after 11:59 p.m., New York time, on the Expiration Date (as defined below), [______________]1 (subject to adjustment as provided herein) fully paid and non-assessable shares of Common Stock (as defined below) (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant shall have the meanings set forth in Section . This W
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 25th, 2024 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 21, 2024, by and between SANUWAVE Health, Inc., a corporation organized under the laws of Nevada (the “Company”), and the purchasers identified on the signature pages hereto (including their successors and permitted assigns, the “Purchasers,” and each, a “Purchaser”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 17th, 2016 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 11 , 2016, between SANUWAVE Health, Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 23rd, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of August 23, 2023 by and among (i) SEP Acquisition Corp., a Delaware corporation (the “Purchaser”), (ii) SEP Acquisition Holdings Inc., a Nevada corporation and a wholly-owned subsidiary of the Purchaser (“Merger Sub”), and (iii) SANUWAVE Health, Inc., a Nevada corporation (the “Company”). The Purchaser, Merger Sub and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
Form of WarrantSANUWAVE Health, Inc. • November 9th, 2017 • Surgical & medical instruments & apparatus
THIS CLASS N 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 November 3, 2017 (the “Initial Exercise Date”) and on or prior to the close of business on March 17, 2019 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SANUWAVE Health, Inc., a Nevada corporation (the “Company”), up to __________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, $0.001 par value, of the Company (“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).
FORM OF VOTING AGREEMENTForm of Voting Agreement • August 23rd, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • Delaware
This Voting Agreement (this “Agreement”) is made as of August [●], 2023, by and among (i) SEP Acquisition Corp., a Delaware corporation (the “Purchaser”), (ii) SANUWAVE Health, Inc., a Nevada corporation (the “Company”), and (iii) the undersigned holder (“Holder”) of capital stock and/or securities convertible into capital stock of the Company. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.
SANUWAVE HEALTH, INC. PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 3rd, 2016 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 12th, 2020 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 6, 2020, between SANUWAVE Health, Inc., a Nevada corporation (the “Company”), and HealthTronics, Inc. (the “Purchaser”).
ContractSANUWAVE Health, Inc. • January 25th, 2024 • Surgical & medical instruments & apparatus • New York
THE INDEBTEDNESS EVIDENCED BY THIS NOTE (AS DEFINED BELOW) IS SUBORDINATE TO THE INDEBTEDNESS OF SANUWAVE HEALTH, INC. (OR ANY SUCCESSOR THERETO) TO NH EXPANSION CREDIT FUND HOLDINGS LP, TO THE EXTENT AND PURSUANT TO THE TERMS OF THAT CERTAIN SUBORDINATION AGREEMENT, DATED AS OF JANUARY 21, 2024, BY AND AMONG NH EXPANSION CREDIT FUND HOLDINGS LP AND THE PARTIES IDENTIFIED ON THE SIGNATURE PAGES THERETO, AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME (OR ANY SUCCESSOR AGREEMENT WHICH REPLACES AND REFERENCES SUCH AGREEMENT).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 28th, 2022 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of September 27, 2021 (the “Closing Date”), by and among Sanuwave Health, Inc., a Nevada corporation (the “Company”), and the Purchaser(s) identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).
SECURITY AGREEMENTSecurity Agreement • January 25th, 2024 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
THIS SECURITY AGREEMENT dated as of January 21, 2024 (this “Agreement”), is made by SANUWAVE Health, Inc., a corporation organized under the laws of Nevada (the “Borrower”), having an address of 11495 Valley View Road, Eden Prairie, MN 55344, in favor of the lenders set forth on the signature pages hereto (together with their successors and permitted assigns, the “Lenders”).
SUBORDINATION AGREEMENTSubordination Agreement • January 25th, 2024 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus
This SUBORDINATION AGREEMENT, dated as of January 21, 2024, is between NH EXPANSION CREDIT FUND HOLDINGS LP (“North Haven Expansion”), as agent for the Holders (as hereafter defined; in such capacity, together with its successors or permitted assigns, “Agent”), and the creditors set forth on the signature pages hereto (“Creditors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 25th, 2024 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of January 21, 2024 (the “Closing Date”), by and among SANUWAVE Health, Inc., a Nevada corporation (the “Company”), and each lender identified on the signature pages hereto (including their successors and assigns, the “Lenders,” and each, a “Lender”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 27th, 2019 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 11, 2019, is by and among SANUWAVE Health, Inc., a Nevada corporation (the “Company”), and each of the undersigned investors (each a “Purchaser,” and collectively, the “Purchasers”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and among the parties hereto, dated as of December 11, 2019 by and between, inter alia, the parties hereto, dated as of the date hereof (the “Purchase Agreement”).
SECURITY AGREEMENTSecurity Agreement • September 14th, 2021 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
THIS SECURITY AGREEMENT dated as of August __, 2021 (this “Agreement”), is made by Sanuwave Health, Inc., a corporation organized under the laws of Nevada (the “Borrower”), having an address of 3360 Martin Farm Road, Suite 100, Suwanee, GA 30024, in favor of_________ , a_____________ (together with its successors and permitted assigns, the “Lender”), having an address at ______.
Warrant for the Purchase of 8,275,235 Shares of Common Stock Par Value $0.001 CLASS E WARRANT AGREEMENT (this “Agreement”)Class E Warrant Agreement • August 12th, 2020 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus
This is to certify that, for value received, HealthTronics, Inc. and its successors and assigns (each, a “Holder”) is entitled, upon the terms and subject to the limitation on exercise and conditions hereinafter set forth, at any time on or prior to the close of business on August 6, 2023 (the “Termination Date”) but not thereafter, to purchase from SANUWAVE HEALTH, INC. (the “Company”), all or any part of 8,275,235 shares (which number may be adjusted as provided herein) (“Warrant Shares”) of the Company’s common stock, par value $0.001 (the “Common Stock”), at an initial purchase price of $0.25 per share (which amount may be adjusted as provided herein) (“Warrant Price”). Upon exercise of this warrant in whole or in part, a certificate for the Warrant Shares so purchased shall be issued and delivered to the Holder. If, at any time prior to the Termination Date, less than the total warrant is exercised, a new warrant of similar tenor shall be issued for the unexercised portion of the
ESCROW DEPOSIT AGREEMENTEscrow Deposit Agreement • July 9th, 2013 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
This ESCROW DEPOSIT AGREEMENT (this “Agreement”) dated as of this 9th day of July, 2013, by and among SANUWAVE Health, Inc., a Nevada corporation (the “Company”), having an address at 11475 Great Oaks Way, Suite 150, Alpharetta, Georgia 30022, CIM Securities, LLC, a Colorado limited liability company (“Placement Agent”), having an address at 5975 S. Quebec Street, Suite 270, Centennial, CO 80111, and SIGNATURE BANK (the “Escrow Agent”), a New York State chartered bank, having an office at 950 Third Avenue, 9th Floor, New York, NY 10022. All capitalized terms not herein defined shall have the meaning ascribed to them in that certain Prospectus, dated May 30, 2013, as amended or supplemented from time-to-time, including all attachments, schedules and exhibits thereto (the “Prospectus”).
ASSET PURCHASE AGREEMENT between CELULARITY INC. and SANUWAVE HEALTH, INC. Dated as of August 6, 2020Asset Purchase Agreement • August 12th, 2020 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • Delaware
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated August 6, 2020, among Celularity Inc., a Delaware corporation (“Seller”), and SANUWAVE Health, Inc., a Nevada corporation (“Buyer”). Each of Buyer and Seller are sometimes referred to herein as a “Party” and together as the “Parties”.
EMPLOYMENT AGREEMENTEmployment Agreement • September 30th, 2009 • Rub Music Enterprises, Inc. • Blank checks • Georgia
This EMPLOYMENT AGREEMENT (the “Agreement”) dated April 10, 2006, is made by and between SANUWAVE, Inc., a Delaware corporation (the “Company”), and Barry J. Jenkins (“Executive”).
COMMON STOCK PURCHASE WARRANT SANUWAVE HEALTH, INC.Common Stock Purchase Warrant • April 27th, 2021 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, SPV 27 Capital 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 20, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sanuwave Health, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), up to 16,666,667 Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SPONSOR VOTING AGREEMENTSponsor Voting Agreement • August 23rd, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • Delaware
This Voting Agreement (this “Agreement”) is made as of August 23, 2023, by and among (i) Mercury Sponsor Group I LLC, a Delaware limited liability company (the “Sponsor”), (ii) SEP Acquisition Corp., a Delaware corporation (the “Purchaser”), and (iii) SANUWAVE Health, Inc., a Nevada corporation (the “Company”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.
RUB MUSIC ENTERPRISES, INC. Warrant for the Purchase of [ ] Shares of Common Stock Par Value $0.001 CLASS A WARRANT AGREEMENT (this “Agreement”)Warrant Agreement • September 30th, 2009 • Rub Music Enterprises, Inc. • Blank checks • Georgia
This is to certify that, for value received, _____, (the “Holder”) is entitled to purchase from RUB MUSIC ENTERPRISES, INC. (the “Company”), on the terms and conditions hereinafter set forth, all or any part of [ ] shares (“Warrant Shares”) of the Company’s common stock, par value $0.001 (the “Common Stock”), at the purchase price of $4.00 per share (“Warrant Price”). Upon exercise of this warrant in whole or in part, a certificate for the Warrant Shares so purchased shall be issued and delivered to the Holder. If, at any time prior to the Expiration Date (as defined below), less than the total warrant is exercised, a new warrant of similar tenor shall be issued for the unexercised portion of the warrants represented by this Agreement.
ContractSANUWAVE Health, Inc. • March 2nd, 2022 • Surgical & medical instruments & apparatus • New York
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
THE CLASS L COMMON STOCK PURCHASE WARRANT SANUWAVE Health, INC.SANUWAVE Health, Inc. • February 3rd, 2016 • Surgical & medical instruments & apparatus
THIS CLASS L 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 __________, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on March 17, 2019 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SANUWAVE Health, Inc., a Nevada 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).
ASSIGNMENT OF AGREEMENT May 30th, 2013Assignment of Agreement • May 31st, 2013 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
FOR VALUABLE CONSIDERATION PAID, AGINCOURT LTD., a Bermuda Company with a business address at 10 South Riverside Plaza, Suite 1800, Chicago, IL 60606 ("Assignor"), assigns to CIM SECURITIES, LLC a Colorado Company with a business address at 5975 S. Quebec Street, Suite 270 Centennial, CO 80111 ("Assignee"), all of Assignor's right, title and interest in and to the certain Investment Banking Agreement between Assignor and SANUWAVE HEALTH INC., dated February 25th 2013 (the "Agreement"), involving the retention of banking services as they are defined therein.
LOCK-UP AGREEMENTLock-Up Agreement • August 23rd, 2023 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • Delaware
This Lock-Up Agreement (this “Agreement”) is made and entered into as of August [●], 2023 by and among (i) SEP Acquisition Corp., a Delaware corporation (the “Purchaser”), and (ii) the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.
SUBORDINATION AGREEMENTSubordination Agreement • September 14th, 2021 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus
This SUBORDINATION AGREEMENT, dated as of August ____, 2021, is between________, a___________________(“Creditor”), and NH EXPANSION CREDIT FUND HOLDINGS LP (“North Haven Expansion”), as agent for the Holders (as hereafter defined; in such capacity, together with its successors or permitted assigns, “Agent”).
SECURITY AGREEMENT AND GUARANTEESecurity Agreement • May 13th, 2022 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus
This security interest may be exercised by GCF without notice or demand of any kind by making an immediate withdrawal or freezing the Secured Assets. Pursuant to Article 9 of the Uniform Commercial Code, as amended from time to time, GCF has control over and may direct the disposition of the Secured Assets, without further consent of Merchant. Merchant hereby represents and warrants that no other person or entity has a security interest in the Secured Assets. With respect to such security interests and liens, GCF will have all rights afforded under the Uniform Commercial Code, any other applicable law and in equity. Merchant will obtain from GCF written consent prior to granting a security interest of any kind in the Secured Assets to a third party. Merchant agrees that this is a contract of recoupment and GCF is not required to file a motion for relief from a bankruptcy action automatic stay to realize on any of the Secured Assets. Nevertheless, Merchant agrees not to contest or objec
