THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER REGULATION D PROMULGATED UNDER THE SECURITIES ACT OF 1933,...Registration Rights Agreement • April 13th, 1999 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
EXHIBIT 10.35Imaging Diagnostic Systems Inc /Fl/ • September 15th, 2000 • Electromedical & electrotherapeutic apparatus • New York
EXHIBIT 10.62 EXHIBIT ARegistration Rights Agreement • January 30th, 2004 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 26th, 2008 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 20, 2008, between Imaging Diagnostic Systems, Inc., a Florida corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
EXHIBIT 10.67Stock Option Agreement • March 8th, 2005 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
EXHIBIT 10.37Subscription Agreement • September 15th, 2000 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
CONSULTING AGREEMENT This Consulting Agreement (this "Agreement") is made this _______ day of December, 1998, by and between Lerner & Pearce, P.A., with offices at 2888 East Oakland Park Boulevard, Fort Lauderdale, Florida 33306 ("Consultant") and...Consulting Agreement • December 11th, 1998 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT dated August 30, 1999, between Imaging Diagnostic Systems, Inc. (the "Company"), and Allan L. Schwartz (the "Executive"). WHEREAS, the Company desires to employ Executive and to ensure the continued...Employment Agreement • March 2nd, 2000 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
EXHIBIT 10.64Employment Agreement • September 17th, 2004 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
EXHIBIT 10.31Securities Purchase Agreement • September 15th, 2000 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • New York
Exhibit 10.38 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT, dated as of the date of acceptance set forth below (this "Agreement"), is entered into by and between IMAGING DIAGNOSTIC SYSTEMS, INC., a Florida corporation, with...Securities Purchase Agreement • November 13th, 2000 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • New York
EXHIBIT 10.6 FORM OF SERIES F PREFERRED STOCK SUBSCRIPTION DOCUMENTS. OFFSHORE SECURITIES SUBSCRIPTION AGREEMENT FOR CONVERTIBLE PREFERRED SHARES THE SECURITIES OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES...Imaging Diagnostic Systems Inc /Fl/ • July 31st, 1998 • Electromedical & electrotherapeutic apparatus • Florida
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 5th, 2008 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 1, 2008, between Imaging Diagnostic Systems, Inc., a Florida corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 26th, 2008 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • New York
EXHIBIT 10.8 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT, dated as of the date of acceptance set forth below, is entered into by and between Imaging Diagnostic Systems, Inc., a Florida corporation, with headquarters located at 6531 NW 18th...Stock Purchase Agreement • March 25th, 1997 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • New York
SECURITY AGREEMENTSecurity Agreement • November 26th, 2008 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • New York
This SECURITY AGREEMENT, dated as of November 20, 2008 (this “Agreement”), is among Imaging Diagnostic Systems, Inc., a Florida corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 8% Senior Secured Convertible Debentures due one year following their issuance, in the original aggregate principal amount of $400,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
2. BUYER REPRESENTATIONS; ACCESS TO INFORMATION. (a) PRIVATE TRANSACTION. In connection with the purchase and sale of the Preferred Shares and the Warrants, Buyer represents and warrants to, and covenants and agrees with, Seller as follows: (i) Buyer...Subscription Agreement • February 6th, 1997 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • New York
EXHIBIT 10.68Employment Agreement • September 13th, 2005 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
EXHIBIT 10.7Imaging Diagnostic Systems Inc /Fl/ • July 31st, 1998 • Electromedical & electrotherapeutic apparatus • Florida
COMMON STOCK PURCHASE WARRANT IMAGING DIAGNOSTIC SYSTEMS, INC.Imaging Diagnostic Systems Inc /Fl/ • August 5th, 2008 • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Whalehaven Capital Fund Limited (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 the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Imaging Diagnostic Systems, Inc., a Florida corporation (the “Company”), up to 22,222,222 shares (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).
EXHIBIT 10.69Registration Rights Agreement • March 22nd, 2006 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
EXHIBIT 10.55 DISTRIBUTORSHIP AGREEMENT THIS AGREEMENT is entered into as of March 22, 2002 by and between JAMCO Medical Inc, having its principal offices at 1717 N.BAYSHORE Drive Suite 3854 MIAMI FLORIDA 33132 U.S.A. (hereinafter, referred to either...Distributorship Agreement • September 10th, 2002 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus
WITNESSETH:Employment Agreement • February 14th, 2002 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
WITNESSETH:Employment Agreement • November 13th, 2001 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
EXHIBIT 10.9 PRIVATE EQUITY LINE OF CREDIT AGREEMENT PRIVATE EQUITY LINE OF CREDIT AGREEMENT dated as of October , 1998 (the "Agreement"), between the entities listed on Schedule A attached hereto (collectively referred to as the "Investors"),...Credit Agreement • October 13th, 1998 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
EXHIBIT A TO PRIVATE EQUITY CREDIT AGREEMENT REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 12th, 2010 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
This Registration Rights Agreement ("Agreement"), dated as of January 7, 2010, is made by and between IMAGING DIAGNOSTIC SYSTEMS, INC., a Florida corporation ("Company"), and SOUTHRIDGE PARTNERS II LP, a Delaware limited partnership (the "Investor").
EXHIBIT 10.56Financial Consulting Services Agreement • October 25th, 2002 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • California
PRIVATE EQUITY CREDIT AGREEMENT BY AND BETWEEN IMAGING DIAGNOSTIC SYSTEMS, INC.Private Equity Credit Agreement • June 28th, 2002 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Delaware
EXHIBIT 10.58Registration Rights Agreement • November 7th, 2002 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Delaware
AMENDED PRIVATE EQUITY CREDIT AGREEMENT BY AND BETWEEN IMAGING DIAGNOSTIC SYSTEMS, INC. AND SOUTHRIDGE PARTNERS II, LP Dated January 7, 2010Equity Credit Agreement • January 12th, 2010 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
THIS AMENDED PRIVATE EQUITY CREDIT AGREEMENT is entered into as of the 7th day of January, 2010 (this “AGREEMENT”), by and between SOUTHRIDGE PARTNERS II, LP, a limited liability company organized and existing under the laws of Delaware (“INVESTOR”), and IMAGING DIAGNOSTIC SYSTEMS, INC., a corporation organized and existing under the laws of the State of Florida (the “COMPANY”) and amends and restates the Private Equity Credit Agreement between Investor and the Company dated as of November 23, 2009 (the “Prior Agreement”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 9th, 2011 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
THIS EMPLOYMENT AGREEMENT is dated as of December 8, 2011, which becomes effective January 1, 2012 between Imaging Diagnostic Systems, Inc., a Florida corporation (the “Company”) 5307 N.W. 35th Terrace, Fort Lauderdale, FL 33309 and Michael Addley (the “Executive”).
PRIVATE EQUITY CREDIT AGREEMENT BY AND BETWEEN IMAGING DIAGNOSTIC SYSTEMS, INC. AND SOUTHRIDGE PARTNERS II, LP Dated November 23, 2009Private Equity Credit Agreement • November 25th, 2009 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
THIS PRIVATE EQUITY CREDIT AGREEMENT is entered into as of the 23rd day of November 2009 (this “AGREEMENT”), by and between SOUTHRIDGE PARTNERS II, LP, a limited liability company organized and existing under the laws of Delaware (“INVESTOR”), and IMAGING DIAGNOSTIC SYSTEMS, INC., a corporation organized and existing under the laws of the State of Florida (the “COMPANY”).
PROFESSIONAL CONSULTING AGREEMENT THIS PROFESSIONAL CONSULTING AGREEMENT is made this ____ day of December 1998, by and between Matrix Composites, Inc., 1240B Clearmont St. NE, Unit 3, Palm Bay, Florida 32905 ("Consultant"), and Imaging Diagnostic...Professional Consulting Agreement • December 11th, 1998 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
WITNESSETH: RECITALSDistribution Agreement • September 27th, 2001 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • Florida
AMENDMENT AGREEMENTAmendment Agreement • January 7th, 2009 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus
THIS AMENDMENT AGREEMENT (this “Agreement”), dated as of December 31, 2008 is entered into by and between Imaging Diagnostic Systems, Inc., a Florida corporation (the “Company”), Whalehaven Capital Fund Limited (“Whalehaven”) and Alpha Capital Anstalt (“Alpha” and collectively with Whalehaven, the “Holders”).
