Wearable Health Solutions, Inc. Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 4th, 2016 • Medical Alarm Concepts Holdings Inc • Communications equipment, nec

This Registration Rights Agreement (this “Agreement”) is made and entered into as of February ___, 2016, between Medical Alarm Concepts Holding, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

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WEARABLE HEALTH SOLUTIONS, INC. SUBSCRIPTION AGREEMENT
Agreement • March 30th, 2023 • Wearable Health Solutions, Inc. • Communications equipment, nec • Nevada

THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.

SUBSCRIPTION AGREEMENT
Subscription Agreement • June 15th, 2016 • Wearable Health Solutions, Inc. • Communications equipment, nec • New York

This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in the securities of Wearable Health Solutions, Inc. f/k/a Medical Alarm Concepts Holding, Inc., a Nevada corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of one unit of the Company’s securities (the “Unit”) at a purchase price of $25,000 per Unit (the “Purchase Price”) with such Unit consisting of (i) 25,000 shares of Series D Preferred Stock, par value $0.0001 per share (the “Preferred Shares”) which are convertible into 100 shares of Common Stock per Preferred Share (the “Conversion Rate”) and (ii) one warrant, in the form attached hereto as Exhibit A (the “Warrant”) to purchase 25,000 shares of Common Stock, $.0001 par value per share per share, at an exercise price of $0.01 per share. The Preferred Shares are convertible into shares of the Company’s commo

SECURITY AGREEMENT
Security Agreement • November 16th, 2023 • Wearable Health Solutions, Inc. • Communications equipment, nec • New York

This SECURITY AGREEMENT, dated as of October 7, 2023 (this “Agreement”), is among Wearable Health Solutions, Inc., a Nevada corporation (the “Company”), the following Subsidiary of the Company: Medical Alarm Concepts, LLC., a Nevada corporation, and any other Subsidiary of the Company which shall become a party to this Agreement by execution and delivery of the form annexed hereto as Annex A and the Subsidiary Guaranty annexed thereto (each such Subsidiary, a “Guarantor” and together with the Company, the “Debtors”), Peter Pizzino, as collateral agent (the “Collateral Agent”) for and the holders of the Company’s Secured Convertible Notes issued at or about October 7, 2023, in the original aggregate principal amount of up to $279,940 and such other of the Company’s secured Convertible Notes which may be issued in the future (collectively, the “Notes”) (collectively, the “Secured Parties”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • December 1st, 2009 • Medical Alarm Concepts Holdings Inc • Communications equipment, nec • New York

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of November ___, 2009, by and between Medical Alarm Concepts Holding, Inc., a Nevada corporation (the “Company”), and the subscribers identified on the signature page hereto (each a “Subscriber” and collectively, the “Subscribers”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • April 1st, 2009 • Medical Alarm Concepts Holdings Inc • Communications equipment, nec • New York

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of March ___, 2009, by and between Medical Alarm Concepts Holding, Inc., a Nevada corporation (the “Company”), and the subscribers identified on the signature page hereto (each a “Subscriber” and collectively, the “Subscribers”).

EMPLOYMENT AGREEMENT
Employment Agreement • March 23rd, 2022 • Wearable Health Solutions, Inc. • Communications equipment, nec • Nevada

This Employment Agreement (this “Agreement”), dated as of October 10, 2020 and made effective as of October 1, 2020 (the “Effective Date”), by and between Wearable Health Solutions Inc., a Nevada corporation (the “Company”), and Gail Rosenthal (the “Executive”).

SETTLEMENT AGREEMENT AND STIPULATION
Settlement Agreement and Stipulation • October 14th, 2020 • Wearable Health Solutions, Inc. • Communications equipment, nec • Maryland

THIS SETTLEMENT AGREEMENT and Stipulation dated as of August , 2020 (“Agreement”) by and between plaintiff Trillium Partners LP (“TRILLIUM”), and defendant Wearable Health Solutions, Inc. (“COMPANY”).

PROMISSORY NOTE DUE OCTOBER 31, 2020
Wearable Health Solutions, Inc. • September 11th, 2020 • Communications equipment, nec • Nevada

THIS PROMISSORY NOTE is a duly authorized and validly issued Promissory Note of Wearable Health Solutions, Inc. (WHSI), a Nevada corporation (the "Company" or the "Borrower"), having its principal place of business at 2300 Yonge St., Suite 1600, Toronto, Ontario M4P 1E4 Canada, designated as its Promissory Note due October 31, 2020 (the "Note").

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 23rd, 2022 • Wearable Health Solutions, Inc. • Communications equipment, nec • Nevada

This Employment Agreement (this “Agreement”), dated as of August 9, 2021, and made effective as of August 15, 2021 (the “Effective Date”), by and between Wearable Health Solutions Inc., a Nevada corporation (the “Company”), and Medical Alert Concepts (MAC) (the “Subsidiary”) Anthony Chetta (the “Executive”).

ASSET PURCHASE AND ADVISORY SERVICES AGREEMENT
Asset Purchase and Advisory Services Agreement • March 23rd, 2022 • Wearable Health Solutions, Inc. • Communications equipment, nec • Nevada

This Agreement (this “Agreement”), dated as of August 9, 2021, and made effective as of August 15, 2021 (the “Effective Date”), by and between Wearable Health Solutions Inc., a Nevada corporation (the “Company”), and Medical Alert Concepts (MAC) (the “Subsidiary”) Anthony Chetta (the “Advisor”).

Amendment
Amendment • August 24th, 2016 • Wearable Health Solutions, Inc. • Communications equipment, nec

This Amendment dated August 23, 2016 shall amend the Subscription Agreement and Warrant, each dated March 3, 2016 by and between Wearable Health Solutions Inc. F/K/A Medical Alarm Concepts Holdings, Inc. (the “Company”) and Benza Pharma, LLC (“Benza”) (the “Subscription Agreement”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • November 20th, 2018 • Wearable Health Solutions, Inc. • Communications equipment, nec • Nevada

This Stock Purchase Agreement ("Agreement") is entered into effective October 26, 2018, and between Mina Mar Group (MMG) ("Seller") and iMASK Vision Corp, ("Purchaser"). Purchaser and Seller may collectively be referred to as the "Parties."

SHARE EXCHANGE AGREEMENT by and among Medical Alarm Concepts Holdings, Inc. a Nevada Corporation and Medical Alarm Concepts LLC a Pennsylvania Limited Liability Company effective as of June 24, 2008
Share Exchange Agreement • September 2nd, 2008 • Medical Alarm Concepts • Nevada

THIS SHARE EXCHANGE AGREEMENT, made and entered into this 24 day of June, 2008, by and among Medical Alarm Concepts Holdings, Inc., a Nevada Corporation ("Medical Holdings"), and Medical Alarm Concepts LLC, a Pennsylvania Limited Liability Company ("Medical LLC"), and the unitholders of Medical LLC (“the Unitholders”).

SATISFACTION AGREEMENT
Satisfaction Agreement • November 16th, 2023 • Wearable Health Solutions, Inc. • Communications equipment, nec • New York

THIS SATISFACTION AGREEMENT, dated as of 2 November, 2023 (this “Agreement”) between Wearable Health Solutions, Inc., a Nevada corporation (the “Company”), with an address at 2901 W. Coast Highway, Suite 200 Newport Beach, CA 92663 and Peter Pizzino with an address at 2901 W. Coast Highway, Suite 200 Newport Beach, CA 92663 (the “Creditor”) (each a “Party” and collectively the “Parties”).

Asset Purchase Agreement
Asset Purchase Agreement • September 11th, 2020 • Wearable Health Solutions, Inc. • Communications equipment, nec

This Asset Purchase Agreement ("APA") will reflect the sale of certain assets of Hypersoft Ventures (HV) (SELLER), holder of a majority interest in an active international commodities trading portal referenced as BOAPIN.com to Wearable Health Solutions Inc. (WHSI) (BUYER). HV will sell certain of its assets for a purchase price of 6,700,000 Series C Convertible Preferred Stock of WHSI, a two year (2) interest bearing, promissory note for 425,000 USD and performance based fees payable to a consultant. The BUYER is a USA based international online designer and seller of wearable medical alarm emergency devices including functional software components mainly to elderly individuals. Its business model operates via several websites including medipendant.com, wearablehealthsolutions.com and ihelpalarm.com.

CONSULTING AGREEMENT
Consulting Agreement • May 5th, 2016 • Medical Alarm Concepts Holdings Inc • Communications equipment, nec • Delaware

This CONSULTING AGREEMENT (this “Agreement”) is amended as of May 4, 2016 (the “Effective Date”) by and between Medical Alarm Holdings, Inc., a Delaware corporation (the “Company”), and David Zazoff of ZA Capital, LLC (“Consultant”).

PROMISSORY NOTE DUE ON DEMAND OR BY OCTOBER 31, 2024
Wearable Health Solutions, Inc. • November 16th, 2023 • Communications equipment, nec • New York

THIS PROMISSORY NOTE is one of a series of duly authorized and validly issued notes of Wearable Health Solutions, Inc., a Nevada corporation, (the “Borrower”), having its principal place of business at 2901 W. Coast Highway, Suite 200, Newport Beach, CA 92663, due on Demand or by October 7, 2024 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).

MARKETING AND DISTRIBUTION AGREEMENT
Marketing and Distribution Agreement • January 15th, 2010 • Medical Alarm Concepts Holdings Inc • Communications equipment, nec
EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • May 24th, 2022 • Wearable Health Solutions, Inc. • Communications equipment, nec • Connecticut

This Employment Agreement (this “Agreement”), dated as of May , 2022 and made effective as of May , 2022 (the “Effective Date”), by and between Wearable Health Solutions Inc., a Nevada corporation (the “Company”), and Vincent S. Miceli (the “Executive”). Contact at ________ and ___________.

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