SUBSCRIPTION AGREEMENTSubscription Agreement • May 31st, 2019 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • New York
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
INVESTORS’ RIGHTS AGREEMENTJoinder Agreement • May 31st, 2019 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • New York
THIS INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of May [_], 2019, by and among Monogram Orthopaedics, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.” For the avoidance of doubt, each person that is a party to the Subscription Agreement (as defined below) as an “Investor” thereunder is hereby deemed automatically, and without any further action, to have joined this Agreement and become a party hereof as an “Investor” pursuant to Section 2 of the Subscription Agreement, notwithstanding any failure by such Person have executed or delivered this Agreement to any other party hereof.
ContractMonogram Orthopaedics Inc • May 31st, 2019 • Surgical & medical instruments & apparatus • Delaware
THIS WARRANT HAS BEEN, AND THE SHARES OF STOCK WHICH MAY BE RECEIVED PURSUANT TO THE EXERCISE OF THIS WARRANT WILL BE, ACQUIRED BY THE HOLDER HEREOF SOLELY FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF EXCEPT AS PERMITTED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). WITHOUT LIMITATION TO THE OTHER RESTRICTIONS ON TRANSFER OF THIS WARRANT SET FORTH HEREIN, NEITHER THIS WARRANT NOR SUCH SHARES HAVE BEEN REGISTERED UNDER THE ACT OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF SUCH REGISTRATION OR QUALIFICATION OR AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH DISPOSITION IS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND ANY REGISTRATION OR QUALIFICATION REQUIREMENTS UNDER APPLICABLE STATE SECURITIES LAWS.
MONOGRAM ORTHOPAEDICS INC. FOUNDER STOCK RESTRICTION AGREEMENTFounder Stock Restriction Agreement • May 31st, 2019 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • Delaware
Monogram Orthopaedics Inc., a Delaware corporation (the “Company”), and Douglas B. Unis (the “Founder”) hereby agree as follows in connection with the issuance of shares of Common Stock, par value $0.001 per share, of the Company pursuant to Section 2 below (the “Shares”). The terms and conditions attached hereto are incorporated herein and made a part hereof.
OPTION AGREEMENTOption Agreement • May 31st, 2019 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus
This option agreement (“Agreement”) is made 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 Monogram Orthopedics Inc., a Delaware corporation, with a principal place of business at New Lab, Studio 105, 19 Morris Avenue, Brooklyn, NY 11205 (referred to herein as “Company”). This Agreement is effective as of March 18, 2019 (the “Effective Date”).
Development and Supply AgreementDevelopment and Supply Agreement • May 31st, 2019 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • California
This Development and Supply Agreement (this “Agreement”) entered into by and between Pro-Dex, Inc., a Colorado corporation (“Pro-Dex”), and Monogram Orthopaedics Inc., a Delaware corporation (“Monogram,” and together with Pro-Dex, the “Parties”), shall be effective if and when, and only if and when, the Effectiveness Conditions (as defined in Section 14 below) have been satisfied.
Note: This is an amendment to the April 29, 2018 agreement later updated on October 17, 2018 herein attached as Exhibit A. Mr. Benjamin Sexson 22655 Napoli Laguna Hills, CA 92653 Dear Ben:Note • May 31st, 2019 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • New York
Per our email exchange dated April 29, 2019, subject: shares, and herein attached as Exhibit B, it is mutually agreed that Section 4 “Equity Grant” of my employment contract dated April 29, 2018 and later amended on October 17, 2018 shall be amended to the below:
EXCLUSIVE LICENSE AGREEMENT between Monogram Orthopedics and Icahn School of Medicine at Mount Sinai EXECUTION COPY The submission of this draft for review or negotiation, or the negotiation of the transaction described herein, does not constitute an...Exclusive License Agreement • May 31st, 2019 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • 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”, also referred to herein as “Licensor”) and Monogram Orthopedics, a Delaware corporation, with a principal place of business at New Lab, Studio 105, 19 Morris Avenue, Brooklyn, NY 11205 (referred to herein as “Monogram” or “Licensee”). This Agreement will become effective on October 3, 2017, (the “Effective Date”).
SI SECURITIES, LLC AMENDMENT TO ISSUER AGREEMENTIssuer Agreement • May 31st, 2019 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • New York
THIS AMENDMENT LETTER (the “Letter”) is entered into as of ________ (the “Effective Date”) by and among Monogram Orthopaedics Inc. (the “Company”) and SI Securities, LLC (“SI Securities”, and together with Company, the “Parties”).
