NINTH AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 23rd, 2014 • NanoVibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS NINTH AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into as of June 16, 2014, by and among NanoVibronix, Inc., a Delaware corporation (the “Company”), and Globis Capital Partners, L.P. (the “Investor”).
WARRANT AGREEMENT NanoVibronix, Inc. and VStock Transfer, LLC, as Warrant Agent WARRANT AGREEMENTWarrant Agreement • June 23rd, 2014 • NanoVibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of ____________, 2014, is by and between NanoVibronix, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC, a _______________________, as Warrant Agent (the “Warrant Agent”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN NANOVIBRONIX AND OPHIR SHAHAFEmployment Agreement • June 23rd, 2014 • NanoVibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This FIRST AMENDMENT TO Employment Agreement by and among Ophir Shahaf (the “Executive”), NANOVIBRONIX, INC., a Delaware corporation (the “Company”), and its wholly-owned Israeli subsidiary, NanoVibronix Ltd., (“NanoVibronix”), a company organized under the laws of the State of Israel, (collectively, the “Companies”), is made and entered as of this 16th day of June, 2014, for purposes of amending that certain Employment Agreement between the Companies and the Executive dated as of February 26, 2014 (the “Agreement”). Terms used in this Amendment with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN NANOVIBRONIX AND SHAY ASHKENAZYEmployment Agreement • June 23rd, 2014 • NanoVibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This FIRST AMENDMENT TO Employment Agreement by and among SHAY ASHKENAZY (the “Executive”), NANOVIBRONIX, INC., a Delaware corporation (the “Company”), and its wholly-owned Israeli subsidiary, NanoVibronix Ltd., (“NanoVibronix”), a company organized under the laws of the State of Israel, (collectively, the “Companies”), is made and entered as of this 16th day of June, 2014, for purposes of amending that certain Employment Agreement between the Companies and the Executive dated as of March 2, 2014 (the “Agreement”). Terms used in this Amendment with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
NANOVIBRONIX, INC. _______ Units, each consisting of One Share of Common Stock, $0.001 par value and One- Warrant to Purchase One Share of Common Stock, $0.001 par value UNDERWRITING AGREEMENTUnderwriting Agreement • June 23rd, 2014 • NanoVibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
NanoVibronix, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters (the “Underwriters”) named on Schedule I hereto for whom you are acting as representative (the “Representative”), an aggregate of [___________] units (the “Underwritten Units”) of the Company’s securities. The Company has granted the Underwriters the option to purchase an aggregate of up to ___________ additional units (the “Additional Units” and collectively with the Underwritten Units, the “Units”) as may be necessary to cover over-allotments made in connection with the offering. Each Unit consists of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and one warrant (each, a “Warrant” and collectively, the “Warrants”). Each Warrant entitles the holder to purchase one share of Common Stock. The Units, the shares of Common Stock underlying the Units (the “Shares”), the Warrants and
FIRST AMENDMENT TO PERSONAL EMPLOYMENT AGREEMENT BETWEEN NANOVIBRONIX AND DR. JONA ZUMERISPersonal Employment Agreement • June 23rd, 2014 • NanoVibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This First Amendment to PERSONAL Employment Agreement BETWEEN NANOVIBRONIX AND DR. JONA ZUMERIS (this “Amendment”) is made and entered as of this 16th day of June, 2014 (the “Effective Date”), by and between Nanovibronix (Israel) Ltd., an Israeli corporation (the “Company”) and Jona Zumeris (“Employee”) for purposes of amending that certain Personal Employment Agreement Between Nanovibronix and Dr. Jona Zumeris dated as of March 1, 2008 by and between the Company and the Employee (the “Employment Agreement”). Terms used in this Amendment with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement.
