COMMON STOCK PURCHASE WARRANT ELECTROCORE, INC.electroCore, Inc. • July 31st, 2023 • Electromedical & electrotherapeutic apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February 2, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from electroCore, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).
PREFUNDED COMMON STOCK PURCHASE WARRANT ELECTROCORE, INC.Common Stock Purchase Warrant • July 31st, 2023 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus
THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from electroCore, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 31st, 2023 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 31, 2023, between electroCore, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
UNDERWRITING AGREEMENTUnderwriting Agreement • July 2nd, 2021 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, electroCore, Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of electroCore, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule II hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
PURCHASE AGREEMENTPurchase Agreement • March 27th, 2020 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus • Illinois
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of March 27, 2020, by and between ELECTROCORE, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
] Shares electroCore, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • June 11th, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus • New York
electroCore, Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Company has also granted to the several Underwriters an option to purchase up to [ ] additional shares of Common Stock, on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this purchase agreement (this “Agreement”) are herein collectively called the “Securities.”
AMENDED AND RESTATED] INDEMNIFICATION AGREEMENT] Indemnification Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus • Delaware
This [Amended and Restated] Indemnification Agreement (“Agreement”), dated as of [DATE], is by and between electroCore, Inc., a Delaware corporation (the “Company”) and [NAME OF DIRECTOR/OFFICER] (the “Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 27th, 2020 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 27, 2020, is entered into by and between ELECTROCORE, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 20th, 2020 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of April 14, 2020, between electroCore, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
ELECTROCORE, INC. 2018 OMNIBUS EQUITY INCENTIVE PLAN (Effective June 21, 2018)electroCore, Inc. • August 14th, 2018 • Electromedical & electrotherapeutic apparatus • Delaware
ELECTROCORE, INC. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.. as Trustee INDENTURE Dated as of , Senior Debt SecuritieselectroCore, Inc. • August 16th, 2019 • Electromedical & electrotherapeutic apparatus • New York
INDENTURE, dated as of , between electroCore, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
ELECTROCORE, INC. 2018 OMNIBUS EQUITY INCENTIVE PLANelectroCore, Inc. • June 25th, 2018 • Electromedical & electrotherapeutic apparatus • Delaware
OFFICE LEASE Between 150 Allen Road LLC, Landlord, and Electrocore LLC Tenant Dated: April 10, 2013Office Lease • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus • New Jersey
THIS OFFICE LEASE (this “Lease”) is made and entered into as of the 10th day of April, 2013, by and between 150 Allen Road LLC, a New Jersey corporation (hereinafter referred to as “Landlord”), and Electrocore, LLC a Delaware limited liability company (hereinafter referred to as “Tenant”).
MASTER SERVICES AGREEMENTMaster Services Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus • New Jersey
This Master Services Agreement (“Agreement”) is made as of this 17th day of October, 2016 (the “Effective Date”) by and between Asembia LLC, a limited liability corporation incorporated under the laws of the State of Delaware having an address of 200 Park Ave, Suite 300, Florham Park, New Jersey 07932, its subsidiaries, divisions and affiliated business units under its common control or ownership, including but not limited to, ASPN Pharmacies, LLC, Bioridge Pharma, LLC, ReachRx OTM, LLC, Asembia Specialty Pharmacy Summit, LLC, ApproveRx, LLC and Asembia Technology, LLC (collectively, “Provider”) and electroCore LLC, having an address of 150 Allen Road, Suite 201 Basking Ridge, NJ 07920, including any and all affiliates (“Company”). Provider and Company may be referred to in this Agreement individually as a “Party” or collectively as the “Parties”.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 31st, 2023 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of July 31, 2023, between electroCore, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature page hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
UNIT FORFEITURE AGREEMENTUnit Forfeiture Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus • New Jersey
This Unit Forfeiture Agreement is made as of the day of , 201 , by and between ElectroCore, LLC, a Delaware limited liability company (the “Company” or “ElectroCore”), and the Member of the Company whose name is set forth on the signature page hereto (the “Member”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ELECTROCORE, LLC, A DELAWARE LIMITED LIABILITY COMPANY Dated as of August 18, 2017Limited Liability Company Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) dated as of August 18, 2017 of ElectroCore, LLC (the “Company”), a Delaware limited liability company, is made and entered into by and among the Existing Members of the Company together with such additional Persons who become a party hereto.
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus • Delaware
THIS INVESTORS’ RIGHTS AGREEMENT is made as of the 28th day of March, 2013, by and among ElectroCore, LLC, a Delaware limited liability company (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor” each of the holders of Common Units listed on Schedule B hereto (each of whom is referred to herein as a “Key Holder”), and any additional persons that become a party to this Agreement herewith.
July 18, 2016 Mr. Frank Amato Dear Frank:ElectroCore, LLC • May 21st, 2018 • Electromedical & electrotherapeutic apparatus • New Jersey
On behalf of ElectroCore, LLC, a Delaware company (the “Company”), we are pleased to amend the terms of your continued employment with the Company. Effective as of July 15, 2016, you shall serve as the Chief Executive Officer for the Company. This letter, when countersigned by you, will constitute our agreement (the “Agreement”) concerning your role as Chief Executive Officer of the Company.
Restricted Stock Unit Agreement under the electroCore, Inc. 2018 Omnibus Equity Compensation PlanRestricted Stock Unit Agreement • March 8th, 2023 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus
Pursuant to the electroCore, Inc. 2018 Omnibus Equity Compensation Plan (the “Plan”), electroCore, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby enters into this Restricted Stock Unit Agreement with the undersigned employee (the “Grantee”), pursuant to which the Company will issue the number of shares of the Company’s common stock equal to the number of Restricted Stock Units (“RSU’s”) granted hereunder in accordance with the terms set forth in this agreement (the “Agreement”).
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • June 10th, 2019 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus • New Jersey
This Separation and Release Agreement (this “Agreement”) is entered into by and between Francis A Amato (“Executive”) and electroCore, Inc., a Delaware corporation (the “Company”) (when collectively referenced herein, Executive and the Company shall be referred to as the “Parties”) and is made and entered into with reference to the following facts:
DIRECTORS INAUGURAL DEFERRED STOCK UNIT AGREEMENT UNDER THE ELECTROCORE, INC.Directors Inaugural Deferred Stock Unit Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus
Pursuant to the electroCore, Inc. 2018 Omnibus Equity Compensation Plan (the “Plan”), electroCore, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby enters into this Directors Deferred Stock Unit Agreement with the undersigned director (the “Grantee”), pursuant to which the Company will issue the number of shares of the Company’s common stock equal to the number of Deferred Stock Units (“DSU’s”) granted hereunder in accordance with the terms set forth in this agreement (the “Agreement”).
DIRECTORS ANNUAL STOCK OPTION AGREEMENT UNDER THE ELECTROCORE, INC.Directors Annual Stock Option Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus
Pursuant to the electroCore, Inc. 2018 Omnibus Equity Compensation Plan (the “Plan”), electroCore, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Grantee, an Option to purchase, on or prior to the Expiration Date (or such earlier date as provided in Section 3 below), all or any part of the number of Shares of Common Stock of the Company indicated above (the “Underlying Shares,” with such Shares once issued being referred to herein as “Option Shares”) at the Exercise Price per share indicated above.
ContractElectroCore, LLC • May 21st, 2018 • Electromedical & electrotherapeutic apparatus • Delaware
NEITHER THIS WARRANT NOR THE SECURITIES FOR WHICH THIS WARRANT IS EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) NOR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (1) AN EFFECTIVE REGISTRATION STATEMENT COVERING THE SALE OF THIS WARRANT OR THE SECURITIES FOR WHICH THIS WARRANT IS EXERCISABLE UNDER THE ACT AND ANY OTHER APPLICABLE SECURITIES LAWS, OR (2) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractElectroCore, LLC • May 21st, 2018 • Electromedical & electrotherapeutic apparatus • New Jersey
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (1) AN EFFECTIVE REGISTRATION STATEMENT COVERING THIS WARRANT UNDER THE ACT AND ANY OTHER APPLICABLE SECURITIES LAWS, OR (2) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
DIRECTORS ANNUAL DEFERRED STOCK UNIT AGREEMENT UNDER THE ELECTOCORE, INC.Directors Annual Deferred Stock Unit Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus
Pursuant to the electroCore, Inc. 2018 Omnibus Equity Compensation Plan (the “Plan”), electroCore, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby enters into this Directors Deferred Stock Unit Agreement with the undersigned director (the “Grantee”), pursuant to which the Company will issue the number of shares of the Company’s common stock equal to the number of Deferred Stock Units (“DSU’s”) granted hereunder in accordance with the terms set forth in this agreement (the “Agreement”).
May 1, 2017 Dr. Peter Staats, M.D. Dear Dr. Staats: On behalf of ElectroCore, LLC, a Delaware company (the “Company”), I am pleased to offer you a position as Chief Medical Officer effective as of the date of this letter or such later date as we shall...ElectroCore, LLC • May 21st, 2018 • Electromedical & electrotherapeutic apparatus • New Jersey
This letter, when signed by you, will constitute our agreement (the “Agreement”) concerning your role as an employee of the Company.
ContractElectroCore, LLC • May 21st, 2018 • Electromedical & electrotherapeutic apparatus • New Jersey
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (1) AN EFFECTIVE REGISTRATION STATEMENT COVERING THIS WARRANT UNDER THE ACT AND ANY OTHER APPLICABLE SECURITIES LAWS, OR (2) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
INCENTIVE STOCK OPTION AGREEMENT UNDER THE ELECTROCORE, INC.Incentive Stock Option Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus
Pursuant to the electroCore, Inc. 2018 Omnibus Equity Compensation Plan (the “Plan”), electroCore, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Grantee, an Option to purchase, on or prior to the Expiration Date (or such earlier date as provided in Section 3 below), all or any part of the number of Shares of Common Stock of the Company indicated above (the “Underlying Shares,” with such Shares once issued being referred to herein as “Option Shares”) at the Exercise Price per share indicated above.
electroCore, Inc. Rockaway, NJLetter Agreement • May 26th, 2023 • electroCore, Inc. • Electromedical & electrotherapeutic apparatus
This letter agreement (the "Agreement"), when signed by you, will amend and restate the agreement dated February 1, 2020 (the “Prior Agreement”) between you and electroCore, Inc., a Delaware corporation (the "Company"), concerning your role as a consultant to the Company.
July 18, 2016 Mr. Joseph P. Errico Dear JP:ElectroCore, LLC • May 21st, 2018 • Electromedical & electrotherapeutic apparatus • New Jersey
On behalf of ElectroCore, LLC, a Delaware company (the “Company”), we are pleased to confirm in writing the terms of your continued employment with the Company, effective as of July 15, 2016, as Chief Science & Strategy Officer for the Company. This letter, when countersigned by you, will constitute our agreement (the “Agreement”) concerning your role as Chief Science & Strategy Officer.
DIRECTORS INAUGURAL RESTRICTED STOCK UNIT AGREEMENT UNDER THE ELECTOCORE, INC.Directors Inaugural Restricted Stock Unit Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus
Pursuant to the electroCore, Inc. 2018 Omnibus Equity Compensation Plan (the “Plan”), electroCore, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby enters into this Restricted Stock Unit Agreement with the undersigned employee (the “Grantee”), pursuant to which the Company will issue the number of shares of the Company’s common stock equal to the number of Restricted Stock Units (“RSU’s”) granted hereunder in accordance with the terms set forth in this agreement (the “Agreement”).
DIRECTORS ANNUAL RESTRICTED STOCK UNIT AGREEMENT UNDER THE ELECTOCORE, INC.Directors Annual Restricted Stock Unit Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus
Pursuant to the electroCore, Inc. 2018 Omnibus Equity Compensation Plan (the “Plan”), electroCore, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby enters into this Restricted Stock Unit Agreement with the undersigned employee (the “Grantee”), pursuant to which the Company will issue the number of shares of the Company’s common stock equal to the number of Restricted Stock Units (“RSU’s”) granted hereunder in accordance with the terms set forth in this agreement (the “Agreement”).
DIRECTORS INAUGURAL STOCK OPTION AGREEMENT UNDER THE ELECTROCORE, INC.Directors Inaugural Stock Option Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus
Pursuant to the electroCore, Inc. 2018 Omnibus Equity Compensation Plan (the “Plan”), electroCore, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Grantee, an Option to purchase, on or prior to the Expiration Date (or such earlier date as provided in Section 3 below), all or any part of the number of Shares of Common Stock of the Company indicated above (the “Underlying Shares,” with such Shares once issued being referred to herein as “Option Shares”) at the Exercise Price per share indicated above.
RESTRICTED STOCK UNIT AGREEMENT UNDER THE ELECTOCORE, INC.Restricted Stock Unit Agreement • May 21st, 2018 • ElectroCore, LLC • Electromedical & electrotherapeutic apparatus
Pursuant to the electroCore, Inc. 2018 Omnibus Equity Compensation Plan (the “Plan”), electroCore, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby enters into this Restricted Stock Unit Agreement with the undersigned employee (the “Grantee”), pursuant to which the Company will issue the number of shares of the Company’s common stock equal to the number of Restricted Stock Units (“RSU’s”) granted hereunder in accordance with the terms set forth in this agreement (the “Agreement”).
