COMMON STOCK PURCHASE WARRANT BIOAFFINITY TECHNOLOGIES, INC.bioAffinity Technologies, Inc. • March 8th, 2024 • Services-commercial physical & biological research • New York
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 Stockholder Approval Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on a date that is five years after the Shareholder Approval Date(the “Termination Date”) but not thereafter, to subscribe for and purchase from bioAffinity Technologies, 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 • March 8th, 2024 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of March 6, 2024, by and between BIOAFFINITY TECHNOLOGIES, 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”).
PLACEMENT AGENT WARRANT BIOAFFINITY TECHNOLOGIES, INC.bioAffinity Technologies, Inc. • March 8th, 2024 • Services-commercial physical & biological research • New York
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 September 8, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 8, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from bioAffinity Technologies, 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).
FORM OF WARRANT] BIOAFFINITY TECHNOLOGIES, INC. Warrant To Purchase Common StockCommon Stock Purchase Warrant • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), up to ______ fully paid and non-assessable 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this
BIOAFFINITY TECHNOLOGIES, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of ______, 202_ Debt SecuritiesIndenture • November 16th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
INDENTURE, dated as of [●], 2023, among bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 8th, 2024 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
Subject to the terms and conditions herein (this “Agreement”), bioAffinity Technologies Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $2,500,000 of registered and unregistered securities of the Company, including, but not limited to, an aggregate of 1,600,000 shares of the Company’s common stock (the “Shares”) par value $0.007 per share (the “Common Stock”), and unregistered common stock purchase warrants to purchase up to an aggregate of 1,600,000 shares of Common Stock (the “Warrants” and the Common Stock underlying the Warrants, the “Warrant Shares”, and the Shares, the Warrants and the Warrant Shares, the “Securities”) directly to various investors (each, an “Investor” and, collectively, the “Investors”) through WallachBeth Capital, LLC as placement agent (the “Placement Agent”). The documents executed and delivered by the Company and the Investors in connection with the Offering (as defined below), including, without limitation, a securi
BIOAFFINITY TECHNOLOGIES, INC. UNDERWRITING AGREEMENT [*] UNITS, EACH UNIT CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT; EACH WARRANT TO PURCHASE ONE SHARE OF COMMON STOCKUnderwriting Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
BIOAFFINITY TECHNOLOGIES, 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,” or each, an “Underwriter”), for whom WallachBeth Capital, LLC is acting as representative (the “Representative”), an aggregate of [*] units (“Units”) at a public offering price of $[*]per Unit (the “Price Range”). Each Unit will consist of: (i) one share of the Company’s common stock, $0.007 par value per share (the “Common Stock”); (ii) one five year warrant (“Warrant”) to purchase one share of Common Stock (“Warrant Shares” and together with each share of Common Stock included in the Units, the “Firm Shares”) at an exercise price equal to 120% of the assumed per-Unit Offering Price (defined below) of $[*]. The said [*] Units referred to herein are hereinafter referred to as the “Firm Units.” The Units have no stand-alone rights and will not be certificated or issued as
BIOAFFINITY TECHNOLOGIES, INC. UNDERWRITING AGREEMENT 1,285,325 UNITS, EACH UNIT CONSISTING OF ONE SHARE OF COMMON STOCK AND TWO WARRANTS; EACH WARRANT TO PURCHASE ONE SHARE OF COMMON STOCKUnderwriting Agreement • August 18th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
BIOAFFINITY TECHNOLOGIES, 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,” or each, an “Underwriter”), for whom WallachBeth Capital, LLC is acting as representative (the “Representative”), an aggregate of 1,285,325 units (“Units”) at an estimated initial public offering price between $6.00 and $6.25 per Unit (the “Price Range”). Each Unit will consist of: (i) one share of the Company’s common stock, $0.007 par value per share (the “Common Stock”); (ii) one five year tradeable warrant (“Tradeable Warrant”) to purchase one share of Common Stock at an exercise price equal to 120% of the assumed per-Unit Offering Price (defined below) of $6.125, which is the midpoint of the Price Range; and one five year non-tradeable warrant (“Non-Tradeable Warrant”) to purchase one share of Common Stock (“Warrant Shares”) at an exercise price equal to 125% of the
BIOAFFINITY TECHNOLOGIES, INC. Tradeable Warrant To Purchase Common StockbioAffinity Technologies, Inc. • September 6th, 2022 • Services-commercial physical & biological research • New York
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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), up to ______ fully paid and non-assessable 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this
BIOAFFINITY TECHNOLOGIES, INC. UNDERWRITING AGREEMENT 1,282,600 UNITS, EACH UNIT CONSISTING OF ONE SHARE OF COMMON STOCK AND TWO WARRANTS; EACH WARRANT TO PURCHASE ONE SHARE OF COMMON STOCKUnderwriting Agreement • September 6th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
BIOAFFINITY TECHNOLOGIES, 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,” or each, an “Underwriter”), for whom WallachBeth Capital, LLC is acting as representative (the “Representative”), an aggregate of 1,282,600 units (“Units”) at an initial public offering price of $6.125 per Unit . Each Unit will consist of: (i) one share of the Company’s common stock, $0.007 par value per share (the “Common Stock”); (ii) one five year tradeable warrant (“Tradeable Warrant”) to purchase one share of Common Stock at an exercise price equal to $7.35 per share of Common Stock ; and one five year non-tradeable warrant (“Non-Tradeable Warrant”) to purchase one share of Common Stock (“Warrant Shares”) at an exercise price equal to$7.656 per share of Common Stock. The Tradeable Warrant and the Non-Tradeable Warrant are referred to herein together as the “Warrants
FORM OF WARRANT AGENT AGREEMENTWarrant Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of September [●], 2023 (the “Issuance Date”) is between bioAffinity Technologies, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).
bioAffinity Technologies, Inc. and VStock Transfer, LLC, as Warrant Agent Warrant Agent Agreement WARRANT AGENT AGREEMENTWarrant Agent Agreement • September 6th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”), dated as of September 6, 2022 (the “Initial Exercise Date”) is between bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC, a California limited liability company (the “Warrant Agent”).
Form of Private Placement Warrant AgreementbioAffinity Technologies, Inc. • May 25th, 2022 • Services-commercial physical & biological research • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS 180 DAYS AFTER THE COMMENCEMENT OF SALES OF THE COMPANY’S UNITS IN ITS INITIAL PUBLIC OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
SECURED CONVERTIBLE NOTE PURCHASE AGREEMENTSecured Convertible Note Purchase Agreement • July 28th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Delaware
This Secured Convertible Note Purchase Agreement (this “Agreement”), dated as of December 21, 2018, is entered into among bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), The Harvey Sandler Revocable Trust (the “Trust”) and each of the persons and entities, including the Trust (each individually a “Purchaser,” and collectively, the “Purchasers”) named on the Schedule of Purchasers attached hereto (the “Schedule of Purchasers”).
AMENDMENT TO INITIAL PUBLIC OFFERING WARRANTSWarrant Agent Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
This AMENDMENT TO INITIAL PUBLIC OFFERING WARRANTS (this “Amendment”) is entered into as of September 17, 2023, by and between bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), and [ ] (the “Holder”).
AMENDMENT TO COMMON SHARE WARRANTSCommon Share Warrants • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
This AMENDMENT TO COMMON SHARE WARRANTS (this “Amendment”) is entered into as of September 17, 2023, by and between bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), and [ ] (the “Holder”).
BIOAFFINITY TECHNOLOGIES, INC. UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTSPro Forma Combined Financial Statements • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
On September 18, 2023, Precision Pathology Laboratory Services, LLC (“PPLS”), a Texas limited liability company and wholly owned subsidiary of bioAffinity Technologies, Inc. (“bioAffinity”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Dr. Roby P. Joyce, M.D. (“Owner”) and Village Oaks Pathology Services, P.A. (the “Seller”) pursuant to which PPLS purchased the non-medical assets of the Seller (the “Acquisition”). In addition, PPLS will provide certain management services to the Seller in all clinical pathology laboratory services, administrative, and non-medical services for pathologists to support community-based pathology medical groups. Pursuant to the Asset Purchase Agreement, PPLS paid at the Closing a cash payment of $2,500,000 to Seller ($1,822,630) and debt balances owed ($370,370) at the time of the Acquisition, and paid into an escrow account $350,000 to satisfy contingent and non-contingent post-closing obligations and issued 564,972 shares
NOTE PURCHASE AGREEMENTNote Purchase Agreement • May 25th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Delaware
This NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of [DATE] and is made by and between bioAffinity Technologies Inc., a Delaware corporation (the “Company”), and the investors named on the signature pages hereto (the “Investors”).
SUPPORT AGREEMENTSupport Agreement • March 8th, 2024 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
This SUPPORT AGREEMENT (this “Agreement”) is made as of March 8, 2024, by and between bioAffinity Technologies, Inc., a Delaware corporation (the “Company”) and the Person set forth on Schedule A hereto (the “Stockholder”).
ContractbioAffinity Technologies, Inc. • May 25th, 2022 • Services-commercial physical & biological research • Delaware
THIS NOTE AND THE SHARES OF CAPITAL STOCK THAT MAY BE ISSUABLE UPON THE CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS AND HAVE BEEN TAKEN FOR INVESTMENT PURPOSES ONLY AND NOT WITH A VIEW TO OR FOR SALE IN CONNECTION WITH ANY DISTRIBUTION THEREOF. THE SECURITIES MAY NOT BE SOLD OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION AND QUALIFICATION WITHOUT, EXCEPT UNDER CERTAIN SPECIFIC LIMITED CIRCUMSTANCES, AN OPINION OF COUNSEL FOR THE HOLDER, CONCURRED WITH BY COUNSEL FOR THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION ARE NOT REQUIRED.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 28th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
This Amendment, dated July 27, 2023 and effective as of August 1, 2023 (the “Effective Date”) (this “Amendment”), to the Employment Agreement, dated February 1, 2015 (the “Agreement”), is entered into by and between bioAffinity Technologies Inc. (the “Company”) and Maria Zannes (the “Employee”). Capitalized terms used herein without definition shall have the meanings assigned in the Agreement.
ASSIGNMENT AND ASSUMPTION OF LEASE AGREEMENTAssignment and Assumption of Lease Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Texas
WHEREAS, Assignor, as tenant, and 343 West Sunset, LLC, a Texas limited liability company (the “Previous Landlord”), entered into that certain Office Lease attached hereto as Exhibit A (the “Lease”), pertaining to that certain leased premises containing approximately 11,066 rentable square feet commonly known as Suites 100, 105, 108, 110, 115 and 120, located in the building whose address is 3300 Nacogdoches Road, San Antonio, Texas 78217 and more particularly described in the Lease (the “Leased Premises”);
Assignment and Assumption AgreementAssignment and Assumption Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Texas
This Assignment and Assumption Agreement (the “Agreement”), effective as of September 18, 2023 (the “Effective Date”), is by and between Village Oaks Pathology Services, P.A., a Texas professional association d/b/a Precision Pathology Services (“Seller”), and Precision Pathology Laboratory Services, LLC, a Texas limited liability company (“Buyer”).
OFFICE LEASEOffice Lease • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Texas
This Office Lease (the “Lease”), dated for reference purposes only as of July 31, 2019, is made by and between 343 West Sunset, LLC, a Texas limited liability company (“Landlord”), with an address of c/o Endura Advisory Group, 9311 San Pedro, Suite 850, San Antonio, Texas 78316, Attention: Property Manager, and Village Oaks Pathology Services, P.A., a Texas professional association d/b/a Precision Pathology (“Tenant”), with an address of 3300 Nacogdoches Road, Suite 110, San Antonio, Texas 78217, Attention: Dr. Roby Joyce (with a copy to: Shelley Morkovsky, Attorney at Law, P.O. Box 10173, San Antonio, Texas 78210). This Lease amends and restates one certain Short Form Medical Office Lease dated March 31, 2015, by and between AEA Investments Ill, LLC, as Landlord, and Village Oaks Pathology Services, P.A., a Texas professional association d/b/a Precision Pathology, as Tenant, covering the premises known commonly as 3300 Nacogdoches Road, Suites 108, 110, 115 and _120, San Antonio, Texa
bioaffinity technologies, Inc. WarrantbioAffinity Technologies, Inc. • July 28th, 2022 • Services-commercial physical & biological research • Delaware
THIS WARRANT (this “Warrant”) is dated as of ______________, 2022 (the “Effective Date”) and entered into by and between BIOAFFINITY TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and [____________________] (the “Holder”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Texas
This Executive Employment Agreement (“Agreement”) is made and entered into as of this September 18, 2023 (the “Effective Date”), by and between bioAffinity Technologies, Inc., a Delaware corporation (“Company”) and Roby Joyce, M.D. (“Executive”).
COMMON SHARE PURCHASE WARRANT For the Purchase of [NUMBER] Shares of Common Stock of bioAffinity Technologies, Inc.Common Share Purchase Warrant • May 25th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Delaware
AMENDMENT TO OFFER LETTEROffer Letter • January 31st, 2024 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Texas
This Amendment (this “Amendment”), effective as of the 26th day of January 2024, to the Offer Letter, dated April 11, 2023 (the “Offer Letter”), by and between bioAffinity Technologies, Inc. (the “Company”) and Michael Dougherty (“Dougherty”). Capitalized terms used herein without definition shall have the meanings assigned in the Offer Letter.
Amendment No. 2 to Convertible PROMISSORY NoteConvertible Promissory Note • July 28th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
THIS AMENDMENT NO. 2 TO CONVERTIBLE PROMISSORY NOTE (this “Amendment”) is made and entered into as of July [*], 2022, by and between bioAffinity Technologies, Inc. a Delaware corporation (“Company”), and [Name of Payee] (“Payee”).
ContractbioAffinity Technologies, Inc. • May 25th, 2022 • Services-commercial physical & biological research • Delaware
THIS NOTE AND THE SHARES OF CAPITAL STOCK THAT MAY BE ISSUABLE UPON THE CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS AND HAVE BEEN TAKEN FOR INVESTMENT PURPOSES ONLY AND NOT WITH A VIEW TO OR FOR SALE IN CONNECTION WITH ANY DISTRIBUTION THEREOF. THE SECURITIES MAY NOT BE SOLD OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION AND QUALIFICATION WITHOUT, EXCEPT UNDER CERTAIN SPECIFIC LIMITED CIRCUMSTANCES, AN OPINION OF COUNSEL FOR THE PAYEE, CONCURRED WITH BY COUNSEL FOR THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION ARE NOT REQUIRED.
Bill of Sale (Permits)Purchase Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
For good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Village Oaks Pathology Services, P.A., a Texas professional association d/b/a Precision Pathology Services (“Seller”), pursuant to that certain Asset Purchase Agreement, dated as of September 18, 2023 (the “Purchase Agreement”), entered into by and between Seller and Precision Pathology Laboratory Services, LLC, a Texas limited liability company (“Buyer”), Seller does hereby grant, bargain, transfer, sell, assign, convey and deliver to Buyer, all of Seller’s right, title, and interest in and to the Permits, as such term is defined in the Asset Purchase Agreement, including, without limitation, each Permit listed on Schedule 4.14 of the Purchase Agreement and attached as Exhibit A hereto, to have and to hold the same unto Buyer, its successors and assigns, forever.
Amendment No. 3 to UNSECURED Convertible PROMISSORY NoteConvertible Promissory Note • July 28th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
THIS AMENDMENT NO. 3 TO UNSECURED CONVERTIBLE PROMISSORY NOTE (this “Amendment”) is made and entered into as of July [*], 2022, by and between bioAffinity Technologies, Inc. a Delaware corporation (“Company”), and [Name of Payee] (“Payee”).
bioAffinity Technologies, Inc. SUBSCRIPTION AGREEMENTSubscription Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Delaware
You, the undersigned (the “Subscriber”), have been informed that bioAffinity Technologies, Inc., a Delaware corporation (“bioAffinity”), intends to offer (the “Offering”) to issue 564,972 shares of restricted common stock of bioAffinity (the “Restricted Stock”) as partial payment of amounts owed pursuant to that certain Asset Purchase Agreement, dated September 18, 2023, (the “Purchase Agreement”) by and among Precision Pathology Laboratory Services, LLC., a Texas limited liability company and wholly-owned subsidiary of bioAffinity, as buyer (“Buyer”), Village Oaks Pathology Services, P.A., a Texas professional association d/b/a Precision Pathology Services, as seller (“Seller”), and Dr. Roby P. Joyce, M.D. (“Owner”). Pursuant to the Purchase Agreement the Seller has directed that the Restricted Stock to be issued to Seller shall instead be issued to Subscriber, of which the sole owner of Seller is a trustee.
ASSET PURCHASE AGREEMENT by and AMONG precision pathology laboratory services, LLC VILLAGE OAKS PATHOLOGY SERVICES, P.A., AND ROBY p. JOYCE, M.D. Effective as of September 18, 2023Asset Purchase Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Texas
This Asset Purchase Agreement (the “Agreement”) is entered into and made effective as of September 18, 2023, by and among (i) Precision Pathology Laboratory Services, LLC, a Texas limited liability company (the “Buyer”), (ii) Dr. Roby P. Joyce, M.D. (“Owner”) and (iii) Village Oaks Pathology Services, P.A., a Texas professional association d/b/a Precision Pathology Services (the “Seller”). Each of the Buyer and the Seller may be referred to herein, individually, as a “Party” and, collectively, as the “Parties.”
STRATEGIC RELATIONSHIP AND LICENSE AGREEMENTStrategic Relationship and License Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • Texas
This Strategic Relationship and License Agreement (this “Agreement”) is entered into December 1, 2022 (the “Effective Date”) by and between Precision Pathology Services, a Texas corporation with its principal location at 3300 Nacogdoches Rd #110, San Antonio, TX 78217 and Pathology Watch, Inc. (hereinafter “PW”), a Delaware corporation with its principal location at 497 West 4800 South, Suite 201, Murray, UT 84123 (at times collectively referred to herein as the “Parties” or individually as a “Party”).
