Heart Test Laboratories, Inc. Sample Contracts
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 27th, 2024 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of , 2024, between Heart Test Laboratories, Inc., a Texas corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
WARRANT TO PURCHASE COMMON STOCK HEART TEST LABORATORIES, INC.Warrant Agreement • June 23rd, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, The Benchmark Company, LLC, 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 December 17, 2022 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(f)(2)(G)(i), prior to June 17, 2027 at 5:00 p.m. (New York time) (the “Termination Date”) but not thereafter, to subscribe for and purchase from HEART TEST LABORATORIES, INC., a Texas corporation (the “Company”), up to 105,000 shares of common stock, par value $0.001 per share (“Common Stock”), of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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 • March 13th, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 10, 2023, is made by and between HEART TEST LABORATORIES, INC., a Texas corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
FORM OF CERTIFICATED WARRANT COMMON STOCK PURCHASE WARRANT HEART TEST LABORATORIES, INC.Common Stock Purchase Warrant • June 10th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS COMMON STOCK PURCHASE WARRANT (this “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 hereof (the “Original Issuance Date”) and on or prior to 5:00 p.m. (New York City time) [_] [_], 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Heart Test Laboratories, Inc., a Texas corporation (the “Company”), up to [___] shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock of the Company, par value $0.001 per share (“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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the s
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • September 27th, 2024 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • June 10th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
The undersigned, Heart Test Laboratories, Inc., a Texas corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (hereinafter the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
PURCHASE AGREEMENTPurchase Agreement • March 13th, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
THIS PURCHASE AGREEMENT (the “Agreement”), dated effective as of March 10, 2023, is made by and between HEART TEST LABORATORIES, INC., a Texas corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.
COMMON STOCK PURCHASE WARRANT HEART TEST LABORATORIES, INC.Common Stock Purchase Warrant • September 21st, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Icahn School of Medicine at Mount Sinai, a New York not-for-profit education corporation, 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 completion of the Additional Financing or Holder’s affirmative waiver of the requirement for the Company to complete the Additional Financing (the “Initial Exercise Date”) and on or prior to the five (5) year anniversary following the completion of the Additional Financing or Holder’s affirmative waiver of the requirement for the Company to complete the Additional Financing (the “Termination Date”), which shall be automatically extended in six (6) month increments (not to exceed forty-eight (48) months) should the Holder reach the Beneficial Ownership Limitation and cannot exercise the Warrant, but not thereafter, to subscribe for and purchase
WARRANT AGENT AGREEMENTWarrant Agent Agreement • June 23rd, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of June 17, 2022 (the “Issuance Date”) between Heart Test Laboratories, Inc., a Texas corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Warrant Agent”).
HEART TEST LABORATORIES, INC. Up to $3,250,000 of Common Stock EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • September 18th, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
Heart Test Laboratories, Inc., a Texas corporation (the “Company”), proposes to issue and sell through Maxim Group LLC, as exclusive sales agent (the “Agent”), shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”), having an aggregate offering price of up to US$3,250,000 (the Common Stock subject to this Equity Distribution Agreement (this “Agreement”) being referred to herein as the “Shares”) on terms set forth herein and subject to the limitations set forth in Section 2(a) hereof. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.
WARRANT TO PURCHASE COMMON STOCK HEART TEST LABORATORIES, INC.Representative’s Warrant Agreement • June 10th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, The Benchmark Company, LLC, 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 [ ] [ ], 20221 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(f)(2)(G)(i), prior to [ ] [ ], 20272 at 5:00 p.m. (New York time) (the “Termination Date”) but not thereafter, to subscribe for and purchase from HEART TEST LABORATORIES, INC., a Texas corporation (the “Company”), up to [______] shares of common stock, par value $0.001 per share (“Common Stock”), of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • June 10th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of [•] [•], 2022 (the “Issuance Date”) between Heart Test Laboratories, Inc., a Texas corporation (the “Company”), and American Stock Transfer & Trust Company, a [•] (the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 21st, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 20, 2023, between Heart Test Laboratories, Inc. (d/b/a HeartSciences), a Texas corporation (the “Company”), and Icahn School of Medicine at Mount Sinai, a New York not-for-profit education corporation (the “Purchaser”). The Company and the Purchaser are each referred to herein as a “Party” and collectively as the “Parties.”
HeartSciences Inc. MAXIMUM: 4,284,714 UNITS, EACH COMPRISING 1 SHARE OF SERIES D PREFERRED STOCK AND 1 WARRANT TO PURCHASE 1 SHARE OF COMMON STOCK SELLING AGENCY AGREEMENTSelling Agency Agreement • March 3rd, 2025 • HeartSciences Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
HeartSciences Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained in this Selling Agency Agreement (this “Agreement”), to issue and sell on a “best efforts” basis up to a maximum of 4,287,714 units, each unit consisting of one (1) share of Series D Convertible Preferred Stock, par value $0.001 per share (the “Series D Preferred Stock”), and one (1) warrant (each a “Warrant,” and collectively the “Warrants”) to purchase one (1) share of Common Stock at a purchase price of $5.00 per share, to investors (each an “Investor” and collectively, the “Investors”), at a purchase price of $3.50 per Unit (the “Purchase Price”), in an offering (the “Offering”) pursuant to Regulation A through Digital Offering LLC (the “Selling Agent”), acting on a best efforts basis only, in connection with such sales. The units to be sold in this offering are referred to herein as the “Units.” The Units are more fully described in the Offering Statement (as hereina
Exhibit A COMMON STOCK PURCHASE WARRANT HEART TEST LABORATORIES, INC.Common Stock Purchase Warrant • September 7th, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Matthews Southwest Holdings, Inc., a Texas Corporation, 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 Closing Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Heart Test Laboratories, Inc., a Texas corporation (the “Company”), up to ______ shares (subject to the terms and conditions of Section 2 of the Note (as defined below), the “Warrant Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”). The purchase price of one Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 28th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Illinois
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 22, 2021, is by and among Heart Test Laboratories, Inc. (d/b/a HeartSciences), a Texas corporation with offices located at 550 Reserve Street, Suite 360, Southlake, TX 76092 USA (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
EXCLUSIVE LICENSE AGREEMENT between Heart Test Laboratories, Inc. and Icahn School of Medicine at Mount SinaiExclusive License Agreement • September 21st, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This Exclusive License Agreement (this “Agreement”) is by and between Icahn School of Medicine at Mount Sinai, a New York not-for-profit education corporation, with a principal place of business at One Gustave L. Levy Place, New York, NY 10029 (“Mount Sinai”) and Heart Test Laboratories, Inc. d/b/a HeartSciences a Texas corporation, with a principal place of business at 550 Reserve Street, Suite 360, Southlake, TX 76092 (referred to herein as (“Licensee”). This Agreement shall become effective upon the Closing (the “Effective Date”), which shall be deemed the Closing Date. Mount Sinai and Licensee are each referred to herein as a “Party” and collectively as the “Parties.” Terms not defined herein shall have the meaning ascribed to them in the Securities Purchase Agreement between the Parties, executed contemporaneously herewith (the “SPA”) and annexed hereto as Exhibit A.
SELLING AGENCY AGREEMENTSelling Agency Agreement • February 12th, 2025 • HeartSciences Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This engagement letter states certain conditions and assumptions upon which the Offering is premised. Except as expressly provided for herein, with regard to those specific sections that are agreed to be binding, this engagement letter is not intended to be a binding legal document.
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF HEART TEST LABORATORIES, INC. Void afterWarrant Agreement • February 28th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
THIS CERTIFIES THAT, for value received, , or their registered successors or assigns (hereinafter, the “Holder”), is entitled to purchase, subject to the conditions set forth below, at any time or from time to time during the Exercise Period (as defined in subsection 1.1 below), ( ) fully-paid and non-assessable shares (the “Shares”) of the common stock, par value $0.001 per share (the “Common Stock”), of Heart Test Laboratories, Inc., a Texas corporation (the “Company”), at an exercise price of $0.25 per share, subject to adjustment as provided in Section 3 below (the “Exercise Price”).
TRI-PARTY ESCROW AGREEMENTTri-Party Escrow Agreement • March 3rd, 2025 • HeartSciences Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Missouri
This ESCROW AGREEMENT (“Agreement”) is made and entered into as of February 27, 2025, by and among HeartSciences Inc., a Texas corporation (the “Company”), DealMaker Securities LLC, a Delaware limited liability company (the “Managing Broker-Dealer”) Digital Offering, LLC, a Delaware limited liability company (the “Senior Managing Broker-Dealer”) and ENTERPRISE BANK & TRUST, a Missouri chartered trust company with banking powers (in its capacity as escrow holder, the “Escrow Agent”).
Form of Lock-Up AgreementLock-Up Agreement • June 7th, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
NON-EXCLUSIVE LICENSE AGREEMENT between Heart Test Laboratories, Inc. and Icahn School of Medicine at Mount SinaiNon-Exclusive License Agreement • September 21st, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This Non-Exclusive License Agreement (this “Agreement”) is by and between Icahn School of Medicine at Mount Sinai, a New York not-for-profit education corporation, with a principal place of business at One Gustave L. Levy Place, New York, NY 10029 (“Mount Sinai”) and Heart Test Laboratories, Inc. d/b/a HeartSciences a Texas corporation, with a principal place of business at 550 Reserve Street, Suite 360, Southlake, TX 76092 (referred to herein as (“Licensee”). This Agreement shall become effective upon the Closing (the “Effective Date”), which shall be deemed the Closing Date. Mount Sinai and Licensee are each referred to herein as a “Party” and collectively as the “Parties.” Terms not defined herein shall have the meaning ascribed to them in the Securities Purchase Agreement between the Parties, executed contemporaneously herewith (the “SPA”) and annexed hereto as Exhibit A.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 28th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Illinois
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 22, 2021, is by and among Heart Test Laboratories, Inc. (d/b/a HeartSciences), a Texas corporation with offices located at 550 Reserve Street, Suite 360, Southlake, TX 76092 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
HEART TEST LABORATORIES, INC. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • March 23rd, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
This Incentive Stock Option Agreement (the “Agreement”) is entered into between Heart Test Laboratories, Inc., a Texas corporation (the “Company”), and __________(the “Optionee”) as of the (Day) day of (Month) (the “Date of Grant”). In consideration of the mutual promises and covenants made herein, the parties hereby agree as follows:
HEART TEST LABORATORIES, INC. Nonstatutory Stock Option AgreementNonstatutory Stock Option Agreement • May 17th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
THIS AGREEMENT is made as of the ______________ (the “Date of Grant”) between Heart Test Laboratories, Inc., a Texas corporation (the “Company”), and ____________ (“Optionee”) in order to provide a means through which Optionee is afforded the opportunity to purchase shares of common stock of the Company,
PUBLIC OFFERING SUBSCRIPTION AGREEMENT Units of Series D Preferred Stock and Warrants to Purchase Common Stock of HeartSciences Inc.Subscription Agreement • March 3rd, 2025 • HeartSciences Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This Subscription Agreement relates to my/our agreement to purchase ________ units, with each unit consisting of one (1) share of Series D Convertible Cumulative Preferred Stock, par value $0.001 per share and a warrants to purchase one (1) share of common stock, $0.001 par value per share of the Company, (the “Units”), to be issued by HeartSciences Inc., a Texas corporation (the “Company”), for a purchase price of $3.50 per Unit, for a total purchase price of $___________ (“Subscription Price”), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the final offering circular for the sale of the Units, dated [*], 2025 contained in the offering statement on Form 1-A declared “qualified” by the Securities and Exchange Commission (the “SEC”) on [*], 2025 (the “Offering Circular”). Capitalized terms used but not defined herein shall have the meanings given to them in the Offering Circular.
HEART TEST LABORATORIES, INC. NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • March 23rd, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
This Non-Qualified Stock Option Agreement (the “Agreement”) is entered into between Heart Test Laboratories, Inc., a Texas corporation (the “Company”), and __________(the “Optionee”) as of the (Day) day of (Month) (the “Date of Grant”). In consideration of the mutual promises and covenants made herein, the parties hereby agree as follows:
AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 24th, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
THIS AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT (this “No. 4 Amendment”) is made and entered into as of January 24, 2023, by and among Heart Test Laboratories, Inc., a Texas corporation (the “Company”), Front Range Ventures LLC, a Wyoming limited liability company, or its assigns (“FRV”), and John Q. Adams, a Texas resident, or his assigns (“JQA”) (FRV and JQA each a “Lender” and, together, the “Lenders”) as defined in the Original Agreement (as defined below).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 17th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
This Registration Rights Agreement, dated as of __________, 2019 (this “Agreement”), is by and among Heart Test Laboratories, Inc., a Texas corporation (the “Company”), and each Person listed on Schedule A attached hereto.
PUBLIC OFFERING SUBSCRIPTION AGREEMENT Units of Series D Preferred Stock and Warrants to Purchase Common Stock of HeartSciences Inc.Subscription Agreement • March 3rd, 2025 • HeartSciences Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Subscription Agreement relates to my/our agreement to purchase ________ units, with each unit consisting of one (1) share of Series D Preferred Stock, par value $0.001 per share and warrants to purchase one (1) share of common stock, $0.001 par value per share of the Company, (the “Units”), to be issued by HeartSciences Inc., a Texas corporation (the “Company”), for a purchase price of $3.50 per Unit, for a total purchase price of $___________ (“Subscription Price”), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the final offering circular for the sale of the Units, dated [*], 2025 contained in the offering statement on Form 1-A declared “qualified” by the Securities and Exchange Commission (the “SEC”) on [*], 2025 (the “Offering Circular”). Capitalized terms used but not defined herein shall have the meanings given to them in the Offering Circular.
EMPLOYMENT AGREEMENTEmployment Agreement • May 17th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
This Employment Agreement (“Agreement”) is made as of April 5, 2022 (the “Effective Date”) by and between Heart Test Laboratories, Inc. dba HeartSciences, a Texas corporation with principal offices at 550 Reserve St, Southlake Tx 76092 (“HTL”, “Company” or “Employer”) and Andrew Simpson (“you” or “Employee”).
HEARTSCIENCES INC. WARRANT TO PURCHASE COMMON STOCKWarrant Agreement • March 3rd, 2025 • HeartSciences Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
HeartSciences Inc., a Texas 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 surrender 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 5:00 p.m., New York time, on the Expiration Date (the “Expiration Time”), up to [*] fully paid 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 15.
ContractPurchase Warrant Agreement • March 3rd, 2025 • HeartSciences Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING [*], 2025, WHICH IS THE COMMENCEMENT OF SALES OF SHARES OF UNITS IN THE OFFERING: (A) SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT TO ANYONE OTHER THAN OFFICERS OR PARTNERS OF DIGITAL OFFERING LLC, OR AN UNDERWRITER, PLACEMENT AGENT, OR A SELECTED DEALER PARTICIPATING IN THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE PLACEMENT AGENT AS CONSIDERATION (THE “OFFERING”), OR (II) A BONA FIDE OFFICER, PARTNER OR REGISTERED REPRESENTATIVE OF ANY SUCH UNDERWRITER, PLACEMENT AGENT OR SELECTED DEALER, EACH OF WHOM SHALL HAVE AGREED TO THE RESTRICTIONS CONTAINED HEREIN, IN ACCORDANCE WITH FINRA CONDUCT RULE 5110(E)(1), OR (B) CAUSE THIS PURCHASE WARRANT OR THE SECURITIES ISSUABLE HEREUNDER TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFE
AMENDMENT NO. 1 TO WARRANT TO PURCHASE COMMON STOCKWarrant to Purchase Common Stock • September 9th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This AMENDMENT NO. 1 TO WARRANT TO PURCHASE COMMON STOCK (this “Amendment”), dated as of September 8, 2022 (the “Amendment Date”), is by and between Heart Test Laboratories, Inc. (d/b/a HeartSciences), a Texas corporation (the “Company”), and Cavalry Investment Fund, LP (the “Holder”).
Heart Test Laboratories, Inc. AMENDMENT NO. 1 TO equity distribution AGREEMENTEquity Distribution Agreement • November 13th, 2023 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
Reference is made to that certain equity distribution agreement, dated as of September 18, 2023 (the “Sales Agreement”), by and between Heart Test Laboratories, Inc., a Texas Corporation (the “Company”), and Maxim Group LLC (the “Agent”). Capitalized terms used herein but not otherwise defined are used herein as defined in the Sales Agreement.