TG-17, Inc. Sample Contracts

WARRANT TO PURCHASE SHARES OF COMMON STOCK OF TG-17, INC.
Warrant Agreement • October 7th, 2025 • TG-17, Inc. • Communications services, nec • New York

This Warrant is issued pursuant to Section 2.1 (Purchase) of that certain Securities Purchase Agreement, dated as of June 25, 2025, by and among the Company, the Holder, and the other purchasers party thereto as such (as modified from time to time, the “Purchase Agreement”; capitalized terms used but not defined herein are used as defined in the Purchase Agreement), the “Closing Date” thereunder and as defined thereunder being the date on which full consideration was paid for the issuance of this Warrant.

WARRANT TO PURCHASE SHARES OF COMMON STOCK OF TG-17, INC.
Warrant Agreement • November 12th, 2025 • TG-17, Inc. • Communications services, nec • New York

This Warrant is issued pursuant to Section 2.1 (Purchase) of that certain Securities Purchase Agreement, dated as of October 27, 2025, by and among the Company, the Holder, and the other purchasers party thereto as such (as modified from time to time, the “Purchase Agreement”; capitalized terms used but not defined herein are used as defined in the Purchase Agreement), the “Closing Date” thereunder and as defined thereunder being the date on which full consideration was paid for the issuance of this Warrant.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 12th, 2025 • TG-17, Inc. • Communications services, nec • Delaware

This Registration Rights Agreement (this “Agreement”), dated as of June 25, 2025, is entered into by and among TG-17, Inc., a Delaware corporation (together with its successors and, if permitted, assigns, the “Company”), and the holders identified on the signature pages hereto (each, together with its successors and, if permitted, assigns, and together with each other holder of Registrable Securities from time to time, a “Holder”).

BLACKSTONE MASTER AGREEMENT
Master Agreement • July 24th, 2025 • TG-17, Inc. • Communications services, nec • New York

This Blackstone Master Agreement (the “Agreement”) is effective as of November 16, 2023 (the “Effective Date”), and is made by and between Blackstone Administrative Services Partnership L.P., which entity has its principal place of business at 345 Park Avenue, New York, New York 10154 (hereinafter referred to as “Blackstone”) and TG-17 Inc. (d/b/a Bond), a Delaware Company, located at 85 Broad Street, 9th Floor, New York, NY 10004 (hereinafter referred to as “Vendor”). Each of Blackstone and Vendor may be referred to individually as a Party or collectively as the Parties.

PERSONAL EMPLOYMENT AGREEMENT
Personal Employment Agreement • October 7th, 2025 • TG-17, Inc. • Communications services, nec

This Personal Employment Agreement (the “Agreement”) is entered into this 25th day of May 2017 by and between TG-17 (Israel) Ltd., reg. no. 515649051, a company organized under the laws of the State of Israel, having its principal office at (the “Company”) and Amit Hod whose details are specified in Annex A hereto (the “Employee”).

FORM OF MASTER AGREEMENT
Master Agreement • October 7th, 2025 • TG-17, Inc. • Communications services, nec • New York

This Master Agreement (the “Agreement”) is effective as of [DATE] (the “Effective Date”), and is made by and between [Customer Name], which entity has its principal place of business at [Customer Address] (hereinafter referred to as “Customer”) and TG-17 Inc. (d/b/a Bond), a Delaware Company, located at 85 Broad Street, 9th Floor, New York, NY 10004 (hereinafter referred to as “Vendor”). Each of Customer and Vendor may be referred to individually as a Party or collectively as the Parties.

TG-17, INC. THIRD AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT JUNE 24, 2024
Stockholders' Agreement • October 7th, 2025 • TG-17, Inc. • Communications services, nec • Delaware

This Third Amended and Restated Stockholders’ Agreement (the “Agreement”) is made as of June 24, 2024, by and among TG-17, Inc., a Delaware corporation (the “Company”), the Investors of the Company listed on Schedule A hereto, each of which is herein referred to individually as an “Investor” and are collectively referred to herein as the “Investors”, and the holders of the Company’s Common Stock, par value $0.0001 per share (the “Common Stock”) and Non-Voting Common Stock, par value $0.0001 per share (the “Non-Voting Common Stock”), as applicable, listed on Schedule B hereto, each of which is herein referred to individually as a “Common Holder” and are collectively referred to herein as the “Common Holders”. The Investors and the Common Holders are individually referred to herein as a “Stockholder”) (and, together with the Company, a “Party”) and are collectively referred to herein as the “Stockholders” (and, together with the Company, the “Parties”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 12th, 2025 • TG-17, Inc. • Communications services, nec • Delaware

This Securities Purchase Agreement (this “Agreement”) is dated as of October 27, 2025, by and between TG-17, Inc., a Nevada corporation (together with the person surviving the Liquidity Event and their successors and, if permitted, assigns, the “Company”), and Ascent Partners Fund LLC, a Delaware limited liability company (together with its successors and assigns, including any other holder of Purchased Securities, the “Purchaser”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 7th, 2025 • TG-17, Inc. • Communications services, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 25, 2025, by and among TG-17, Inc., a Delaware corporation (together with its successors and, if permitted, assigns, the “Company”), and the purchasers identified on the signature pages hereto (each, an “Initial Purchaser” and, including their respective successors and permitted assigns, a “Purchaser”) .

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 7th, 2025 • TG-17, Inc. • Communications services, nec • Delaware

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 5, 2019 (the “Effective Date”) between EASTWARD FUND MANAGEMENT, LLC (“Lender”), and TG-17, INC., a Delaware corporation (“Borrower”), provides the terms on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties agree as follows:

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 12th, 2025 • TG-17, Inc. • Communications services, nec • New York

This Registration Rights Agreement (this “Agreement”), dated as of October 27, 2025, is entered into by and among TG-17, Inc., a Nevada corporation (together with its successors and, if permitted, assigns, the “Company”), and the holder identified on the signature pages hereto (together with its successors and, if permitted, assigns, and together with each other holder of Registrable Securities from time to time, the “Holder”).

SECURITIES PURCHASE AND CONVERSION AGREEMENT
Securities Purchase and Conversion Agreement • October 7th, 2025 • TG-17, Inc. • Communications services, nec • Delaware

THIS SECURITIES PURCHASE AND CONVERSION AGREEMENT (the “Agreement”), dated as of August 6, 2025, is made by and between TG-17 Inc., a Delaware corporation (the “Company”), and Eastward Fund Management, LLC (“Eastward”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 12th, 2025 • TG-17, Inc. • Communications services, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of October 27, 2025, by and among TG-17, Inc., a Nevada corporation (together with its successors and, if permitted, assigns, the “Company”), and the purchasers identified on the signature pages hereto (each, an “Initial Purchaser” and, including their respective successors and permitted assigns, a “Purchaser”).

WAIVER and TWENTy-SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 7th, 2025 • TG-17, Inc. • Communications services, nec

THIS WAIVER AND TWENTY-SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of August 6, 2025, by and between EASTWARD FUND MANAGEMENT, LLC, a Delaware limited liability company (“Lender”), and TG-17, INC., a Delaware corporation (“Borrower”).