INDEMNITY AGREEMENTIndemnity Agreement • October 9th, 2020 • Augmedix, Inc. • Blank checks • Delaware
This Indemnity Agreement, dated as of ____________________ ____, 2020 is made by and between [Augmedix, Inc.], a Delaware corporation (the “Company”), and _________________________, a director, officer or key employee of the Company or one of the Company’s subsidiaries or other service provider who satisfies the definition of Indemnifiable Person set forth below (“Indemnitee”).
OPEN MARKET SALE AGREEMENTSMOpen Market Sale • May 24th, 2022 • Augmedix, Inc. • Services-business services, nec • New York
Augmedix. Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common stock, par value $0.0001 per share (the “Common Shares”), on the terms set forth in this agreement (this “Agreement”).
WARRANT TO PURCHASE SHARES OF SERIES B PREFERRED STOCKAugmedix, Inc. • October 9th, 2020 • Blank checks • Delaware
THIS CERTIFIES THAT, for value received, [________________] or its registered assigns (the “Holder”), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from Augmedix, Inc., a Delaware corporation (the “Company”), shares of the Shares (as defined below), in the amounts, at such times and at the price per share set forth in Section 1. The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued in connection with and pursuant to the terms of the 2019 Series B Preferred Stock and Warrant Purchase Agreement dated September 3, 2019 (the “Agreement”) by and among the Company, the original Holder hereof, and certain of the Investors (as defined therein) by and among the Company and the Warrant Holders (as defined therein). This Warrant is one of a series of warrants which may be issued pursuant to the Agreement (collectively, the “Warr
Common Stock, par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • October 29th, 2021 • Augmedix, Inc. • Services-business services, nec • New York
Augmedix, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) for whom William Blair & Company, L.L.C. is acting as representative (the “Representative” or “you”) an aggregate of 10,000,000 shares (the “Firm Securities”) and, at the election of the Underwriters, up to 1,500,000 additional shares (the “Optional Securities”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company (the Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”). To the extent that you are the only Underwriter, all references to “each Underwriter,” “the Underwriters” or “Representative” shall refer to just you.
FORM OF WARRANT TO PURCHASE SHARES OF COMMON STOCK OF AUGMEDIX, INC.Augmedix, Inc. • April 20th, 2023 • Services-business services, nec
This Warrant is issued by Augmedix, Inc., a Delaware corporation (the “Company”), to [●], or its registered assigns (including any successors or assigns, the “Warrantholder”), and is subject to the terms and conditions set forth below. The Warrant is being issued pursuant to that certain Securities Purchase Agreement, dated as of April 19, 2023, among the Company and the purchasers signatory thereto, as amended and/or restated from time to time (the “Purchase Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Purchase Agreement.
ContractWarrant to Purchase Stock • May 5th, 2022 • Augmedix, Inc. • Services-business services, nec • California
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 6.3 AND 6.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ContractAugmedix, Inc. • October 9th, 2020 • Blank checks • Delaware
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 5.5 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.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among MALO HOLDINGS CORPORATION, a Delaware corporation AUGUST ACQUISITION CORP., a Delaware corporation and AUGMEDIX, INC., a Delaware corporation October 5, 2020Agreement and Plan of Merger and Reorganization • October 9th, 2020 • Augmedix, Inc. • Blank checks • Delaware
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”), dated as of October 5, 2020, by and among MALO HOLDINGS CORPORATION, a Delaware corporation (the “Parent”), AUGUST ACQUISITION CORP., a Delaware corporation (the “Acquisition Subsidiary”), and AUGMEDIX, INC., a Delaware corporation (the “Company”). The Parent, the Acquisition Subsidiary and the Company are each a “Party” and referred to collectively herein as the “Parties.”
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 5th, 2022 • Augmedix, Inc. • Services-business services, nec
SUBSCRIPTION AGREEMENTSubscription Agreement • October 9th, 2020 • Augmedix, Inc. • Blank checks • New York
This Subscription Agreement (this “Agreement”) has been entered into by and between the purchaser set forth on the Omnibus Signature Page hereof (the “Purchaser”) and Malo Holdings Corporation (to be renamed “Augmedix, Inc.” upon consummation of the Merger (as defined below)), a Delaware corporation (the “Company”) in connection with the private placement offering (the “Offering”) by the Company.
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • October 9th, 2020 • Augmedix, Inc. • Blank checks • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of ________, 2020, among Augmedix, Inc., a Delaware corporation (f.k.a. Malo Holdings Corporation) (the “Company”), the persons who have purchased the Offering Shares (as defined below) and have executed omnibus or counterpart signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”), the persons or entities identified on Schedule 1 hereto holding Placement Agent Warrants (collectively, the “Brokers”), the persons or entities identified on Schedule 2 hereto holding Merger Shares (as defined below), and the persons or entities identified on Schedule 3 hereto holding Registrable Pre-Merger Shares (as defined below). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Subscription Agreement (as defined below).
AUGMEDIX, INC. Common Stock, par value $0.0001 per share Form of Underwriting AgreementAugmedix, Inc. • October 4th, 2021 • Services-business services, nec • New York
Augmedix, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) for whom William Blair & Company, L.L.C. is acting as representative (the “Representative” or “you”) an aggregate of [ ● ] shares (the “Firm Securities”) and, at the election of the Underwriters, up to [ ● ] additional shares (the “Optional Securities”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company (the Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”). To the extent that you are the only Underwriter, all references to “each Underwriter,” “the Underwriters” or “Representative” shall refer to just you.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 14th, 2019 • Malo Holdings Corp • Delaware
AGREEMENT (this “Agreement”) entered into as of the 27th day of December, 2018, by and between Malo Holdings Corporation, a Delaware corporation (the “Company”), and Mark Tompkins, an individual (the “Purchaser”).
TWELFTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 4th, 2021 • Augmedix, Inc. • Services-business services, nec
This Twelfth Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of January 29, 2021, by and between COMERICA BANK, a Texas banking association (“Bank”) and AUGMEDIX OPERATING CORPORATION (f/k/a Augmedix, Inc.), a Delaware corporation (“Borrower”).
ContractRegistration Rights • October 9th, 2020 • Augmedix, Inc. • Blank checks • Delaware
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 4 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO RULE 144 OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 30th, 2021 • Augmedix, Inc. • Services-business services, nec • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of March 25, 2021 (the “Effective Date”) between (a) EASTWARD FUND MANAGEMENT, LLC, a Delaware limited liability company (“Lender”), and (b) (i) AUGMEDIX, INC., a Delaware corporation (“Augmedix”), and (ii) AUGMEDIX OPERATING CORPORATION, a Delaware corporation (“Augmedix Operating”; and together with Augmedix, individually and collectively, jointly and severally, “Borrower”), provides the terms on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties agree as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 20th, 2023 • Augmedix, Inc. • Services-business services, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of April 19, 2023, among Augmedix, Inc., a Delaware corporation (the “Company”) and the persons who have purchased the Securities (as defined below) and have executed counterpart signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Securities Purchase Agreement (as defined below).
LEASE AGREEMENTLease Agreement • March 26th, 2024 • Augmedix, Inc. • Services-business services, nec
This LEASE AGREEMENT for lease of Commercial Space # C-17 at the 17th floor of the Commercial Complex of Sony Chocolate Industries Ltd. at Rahman’s Regnum Centre, 191/1, Tejgaon-Gulshan Link Road, Tejgaon C/A, Dhaka-1208 is made on this 22 November, 2023 to be effective from 1st March, 2024 (hereinafter the “Lease Agreement”).
OFFICE SPACE LEASEOffice Space Lease • October 9th, 2020 • Augmedix, Inc. • Blank checks • Delaware
THIS LEASE is made as of the _____ day of February, 2014, by and between DP MISSION STREET. LLC, a Delaware limited liability company, hereinafter called “Landlord,” and AUGMEDIX, INC., a Delaware C Corporation, herein after called “Tenant.”
MASTER SERVICES AGREEMENTMaster Services Agreement • October 9th, 2020 • Augmedix, Inc. • Blank checks • California
THIS MASTER SERVICES AGREEMENT (“Agreement”) is dated as of October 1, 2019 and is between Augmedix, Inc., a Delaware corporation with offices at 1161 Mission Street, Suite 210, San Francisco, CA 94103 (“Augmedix"), and IDS Infotech Limited, an Indian limited company, with an office located at C-138, Phase 8 Industrial area, Sahibzada Ajit Singh Nagar (Mohali), Punjab 160071 Punjab, India (“Scribe Service Provider”) (each a “Party” and together the “Parties”).
INDEMNITY AGREEMENTIndemnity Agreement • October 9th, 2020 • Augmedix, Inc. • Blank checks • Delaware
This Indemnity Agreement (the “Agreement”), dated as of __________________, 2020, is entered into by and among Malo Holdings Corporation, a Delaware corporation (the “Parent”), Augmedix, Inc., a Delaware corporation (“Augmedix” and together with the Parent, the “Companies”), and the undersigned Indemnitee (the “Indemnitee”).
ContractAppendix 1 • October 9th, 2020 • Augmedix, Inc. • Blank checks • Delaware
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 5.5 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.
SUBLEASESublease • December 21st, 2020 • Augmedix, Inc. • Services-business services, nec • California
THIS SUBLEASE (this “Agreement”) is made as of December 15, 2020, by and between TURO INC., a Delaware corporation (“Sublessor”), and AUGMEDIX OPERATING CORP., a Delaware corporation (“Sublessee”).
QUADRIPARTITE AGREEMENTQuadripartite Agreement • April 21st, 2022 • Augmedix, Inc. • Services-business services, nec
This DEED OF QUADRIPARTITE AGREEMENT (hereinafter referred to as the “Agreement”) is made in Dhaka, Bangladesh on this the 18th day of April 2022 of the Christian era and shall be effective from the 18TH day of _April, 2022 (“Effective Date”).
FORM OF LOCK-UP AGREEMENTAugmedix, Inc. • February 26th, 2021 • Services-business services, nec • Delaware
In connection with Augmedix, Inc., a Delaware corporation (the “Company”) listing its publicly available shares of Common Stock (the “Shares”), par value $0.0001 per share, pursuant to the Registration Statement on Form S-1, as amended, that has been filed with the Securities and Exchange Commission (the “SEC”) on an over-the-counter market as reported by OTC Markets Group Inc. (such exchange, the “OTC”), the undersigned signatory (the “Stockholder”) hereby agrees to this lock-up agreement (the “Agreement”), and that, for good and valuable consideration which is hereby acknowledged, the Stockholder will not, with respect to the shares set forth on Exhibit A hereto, during the period commencing upon the listing of the shares on the OTC (the “Listing Date”) and ending on the date that is 180 days after the Listing Date (the “Restricted Period”):
ContractAugmedix, Inc. • October 9th, 2020 • Blank checks • Delaware
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 5.5 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.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 20th, 2023 • Augmedix, Inc. • Services-business services, nec • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of April 19, 2023 (the “Effective Date”), by and among Augmedix, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).
SEVENTH OMNIBUS AMENDMENTSeventh Omnibus Amendment • April 15th, 2024 • Augmedix, Inc. • Services-business services, nec
This Seventh Omnibus Amendment (“Seventh Omnibus Amendment”) is made and entered into as of April 1, 2024 (“Amendment Effective Date”), by and between, on the one hand, Augmedix Operating Corp. f/k/a Augmedix, Inc. (“Augmedix”) and, on the other hand, Dignity Health (“DH”), Dignity Health Medical Foundation (“DHMF”), and Pacific Central Coast Health Centers (“PHC” and, together with the DH and DHMF, the “Client”), and amends:
CO-INVESTMENT AGREEMENTInvestment Agreement • March 30th, 2021 • Augmedix, Inc. • Services-business services, nec
THIS CO-INVESTMENT AGREEMENT, dated as of March 25, 2021, is made by and between Eastward Fund Management, LLC, a Delaware limited liability company (“Lender”), and Augmedix, Inc., a Delaware corporation (“Augmedix”).
ContractServices Agreement • November 2nd, 2022 • Augmedix, Inc. • Services-business services, nec
This Assignment Amendment (the “Amendment”) is made effective this October 20, 2022 (the “Amendment Effective Date”) by and between, on the one hand, Dignity Health, a California non-profit, public benefit corporation, and CommonSpirit Health (f/k/a Catholic Health Initiatives), a Colorado non-profit corporation (“CommonSpirit”) and, on the other hand, Augmedix Operating Corp. f/k/a Augmedix, Inc., a Delaware corporation (“Vendor” or “Augmedix”).
AUGMEDIX, INC. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 9th, 2020 • Augmedix, Inc. • Blank checks • California
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of June 11, 2015, by and between Comerica Bank (“Bank”) and AUGMEDIX, INC. (“Borrower”).
AUGMEDIX, INC. san francisco, ca 94103 march 07, 2019Augmedix, Inc. • October 9th, 2020 • Blank checks • California
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO AUGMEDIX, INC. IF PUBLICLY DISCLOSED. FOURTH OMNIBUS AMENDMENTAugmedix, Inc. • July 14th, 2023 • Services-business services, nec
This Fourth Omnibus Amendment (“Fourth Omnibus Amendment”) is made and entered into as of July 1, 2023 (“Amendment Effective Date”), by and between, on the one hand, Augmedix Operating Corp. f/k/a Augmedix, Inc. (“Augmedix”) and, on the other hand, Dignity Health (“DH”), Dignity Health Medical Foundation (“DHMF”), and Pacific Central Coast Health Centers (“PHC” and, together with the DH and DHMF, the “Client”), and amends:
AUGMEDIX, INC. San Francisco, Ca 94103 August 09, 2017Augmedix, Inc. • October 9th, 2020 • Blank checks • California
MASTERS SERVICES AGREEMENT BY AND BETWEEN SUTTER HEALTH AND AUGMEDIX, INC. FOR THE PROVISION OF: REMOTE SCRIBE SERVICES THROUGH USE OF GOOGLE GLASS DEVICE AUGMEDIX SOLUTIONMaster Services Agreement • October 9th, 2020 • Augmedix, Inc. • Blank checks • California
This Master Services Agreement (“Agreement”) effective the date last signed below (“Effective Date”) by and between Sutter Health, a California nonprofit public benefit corporation (“Sutter”), and Augmedix, Inc., a Delaware corporation (“Augmedix”). Sutter and Augmedix may be referred to herein individually as a “Party” and collectively as the “Parties.”
