EXHIBIT 10.19Agreement • March 16th, 1999 • Cryo Cell International Inc • Services-services, nec • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 31st, 2011 • Cryo Cell International Inc • Services-services, nec • Delaware
This Indemnification Agreement (“Agreement”) is made as of August 26, 2011 by and between Cryo-Cell International, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
RIGHTS AGREEMENTRights Agreement • December 3rd, 2014 • Cryo Cell International Inc • Services-misc health & allied services, nec • Delaware
Cryo-Cell International, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (hereinafter called the “Corporation”), hereby certifies that the following resolution was adopted by the Board of Directors of the Corporation as required by Section 151 of the General Corporation Law at a meeting duly called and held on November 26, 2014:
EXHIBIT 10.20Agreement • March 16th, 1999 • Cryo Cell International Inc • Services-services, nec
EXHIBIT 4.1 RETAINER AGREEMENT This Agreement is by and between Henry D. Coleman and R. Neil Sudol of Coleman Sudol, LLP, having a business address at 708 Third Avenue, Fourteenth Floor, New York, New York 10017-4101, (hereinafter "LAWYERS") and...Retainer Agreement • June 16th, 2000 • Cryo Cell International Inc • Services-services, nec
LAW OFFICES OF HORWITZ & BEAM TWO VENTURE PLAZA SUITE 380 IRVINE, CALIFORNIA 92618 (714) 453-0300 (310) 842-8574 FAX: (714) 453-9416Cryo Cell International Inc • May 28th, 1998 • Services-services, nec • California
EMPLOYMENT AGREEMENTEmployment Agreement • February 28th, 2014 • Cryo Cell International Inc • Services-services, nec • Florida
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of June 18, 2012, by and between Linda Kelley (the “Executive”), an individual, and Cryo-Cell International, Inc. (the “Company”), a Delaware corporation having its principal place of business at 700 Brooker Creek Boulevard, Suite 1800, Oldsmar, Florida 34677.
LAW OFFICES OF HORWITZ & BEAM TWO VENTURE PLAZA SUITE 380 IRVINE, CALIFORNIA 92618 (714) 453-0300 (310) 842-8574 FAX: (714) 453-9416Cryo Cell International Inc • May 9th, 1997 • Services-services, nec • California
OPTION NO. XX-XX-XXX CRYO-CELL INTERNATIONAL, INC. INCENTIVE STOCK OPTION AGREEMENT OPTION AGREEMENT dated ___________, 1999 between CRYO-CELL International, Inc., a Delaware corporation (the "Company"), and _______________ (the "Optionee"). IT IS...Incentive Stock Option Agreement • December 17th, 1999 • Cryo Cell International Inc • Services-services, nec • Florida
SECTION III REGISTRATION RIGHTSAgreement for Professional Services • June 16th, 1997 • Cryo Cell International Inc • Services-services, nec
CRYO-CELL INTERNATIONAL, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT FOR MARK PORTNOYEmployment Agreement • March 13th, 2018 • Cryo Cell International Inc • Services-misc health & allied services, nec • Florida
This Amended and Restated Employment Agreement (the “Agreement”) is made and is effective as of December 1, 2017 (the “Effective Date”) by and between Cryo-Cell International, Inc. (the “Company”) and Mark Portnoy (“Executive”).
AGREEMENTAgreement • January 25th, 2008 • Cryo Cell International Inc • Services-services, nec • Delaware
This Agreement, dated as of January 24, 2008 (“Agreement”), is by and among CRYO-CELL International, Inc., a Delaware corporation (the “Company”), and the other persons and entities that are signatories hereto (collectively, the “Holders,” and each, individually, a “Holder”), each of whom is a holder of common shares, par value $.01, of the Company (the “Shares”).
CRYO-CELL INTERNATIONAL, INC. FOR DAVID PORTNOYEmployment Agreement • December 29th, 2022 • Cryo Cell International Inc • Services-misc health & allied services, nec • Florida
This Employment Agreement (the “Agreement”) is effective as of December 1, 2022 (the “Effective Date”) by and between Cryo-Cell International, Inc. (the “Company”) and David Portnoy (the “Executive”). Executive is currently employed as the Co-Chief Executive Officer of the Company, and the Company and the Executive desire to assure the continued services of Executive pursuant to the terms of this Agreement.
SAGGI CAPITAL CORP. 575 LEXINGTON AVENUE NEW YORK, NY 10022 INVESTOR RELATIONS AGREEMENT THIS CONSULTING AGREEMENT ("Agreement") is made this 5th day of November, 1998, by and between Saggi Capital Corp. (the "Consultant") whose principal place of...Relations Agreement • November 20th, 1998 • Cryo Cell International Inc • Services-services, nec • New York
EXHIBIT 99.2 STOCK OPTION AGREEMENT GRANTEE: SAMPLE OPTION NO. 99-XX-XXX ADDRESS: ______________________Stock Option Agreement • December 17th, 1999 • Cryo Cell International Inc • Services-services, nec
CRYO-CELL International, Inc. (CCEL), (the "Grantor"), hereby grants to the above named Grantee an option to purchase shares of its Common Stock at the purchase price above. The grant of option(s) is pursuant to and subject to all terms and conditions agreed upon between the Grantor and Grantee. The price per share and number of shares will be adjusted in the event of a stock split, stock dividend, merger or consolidation or other recapitalization.
CRYO-CELL INTERNATIONAL, INC. STOCKHOLDERS AGREEMENT PREAMBLEStockholders Agreement • March 13th, 2018 • Cryo Cell International Inc • Services-misc health & allied services, nec • Delaware
This Stockholders Agreement, by and among Cryo-Cell International, Inc., a Delaware corporation (the “Company”) and Mark L. Portnoy, is entered into this 12th day of March, 2018.
ContractCryo Cell International Inc • August 30th, 2018 • Services-misc health & allied services, nec
Cryo-Cell International, Inc. (“the Company” or “Cryo-Cell”) entered into an asset purchase agreement with Cord:Use Cord Blood Bank, Inc., (“Cord:Use”), pursuant to which the Company acquired certain assets from Cord:Use for total consideration of $14,000,000 on June 11, 2018 (“Acquisition”).
Cryo-Cell International, Inc. and U.S. Bank Trust Company, National Association, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of [May , 2022] to the Indenture dated as of [May , 2022] [ ]% Senior Notes due [20 ]Cryo Cell International Inc • April 28th, 2022 • Services-misc health & allied services, nec • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of [May , 2022], between Cryo-Cell International, Inc., a Delaware corporation (the “Company”), and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”).
CRYO-CELL INTERNATIONAL, INC. EMPLOYMENT AGREEMENT FOR MARK PORTNOYEmployment Agreement • December 7th, 2011 • Cryo Cell International Inc • Services-services, nec • Florida
This Employment Agreement (the "Agreement") is made as of December 1, 2011 by and between Cryo-Cell International, Inc. (the "Company") and Mark Portnoy ("Executive").
Joint Filing Agreements and Powers of AttorneyCryo Cell International Inc • June 3rd, 2011 • Services-services, nec
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $.01 per share, of CRYO-CELL International, Inc., and that this Agreement be included as an Exhibit to such joint filing. The undersigned hereby authorize David Portnoy to sign the statement on Schedule 13D, and/or any amendment thereto, and file it with the Securities and Exchange Commission on their behalf. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
CRYO-CELL INTERNATIONAL, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT FOR MARK PORTNOYEmployment Agreement • February 27th, 2014 • Cryo Cell International Inc • Services-services, nec • Florida
This Amended and Restated Employment Agreement (the “Agreement”) is made as of December 1, 2013 (the “Effective Date”) by and between Cryo-Cell International, Inc. (the “Company”) and Mark Portnoy (“Executive”).
EXHIBIT 3.1 INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (the "Agreement") is made and entered into as of this 15th day of April, 2003, ("Effective Date"), by and between CRYO CELL INTERNATIONAL, INC., a Delaware corporation...Independent Contractor Agreement • July 15th, 2003 • Cryo Cell International Inc • Services-services, nec • Florida
CRYO-CELL INTERNATIONAL, INC. FOR MARK PORTNOY2020 Employment Agreement • June 30th, 2021 • Cryo Cell International Inc • Services-misc health & allied services, nec • Florida
This Employment Agreement (the “Agreement”) is effective as of December 1, 2020 (the “Effective Date”) by and between Cryo-Cell International, Inc. (the “Company”) and Mark Portnoy (the “Executive”). Executive is currently employed as the Co-Chief Executive Officer of the Company, and the Company and the Executive desire to assure the continued services of Executive pursuant to the terms of this Agreement.
CRYO-CELL INTERNATIONAL, INC. NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • June 30th, 2015 • Cryo Cell International Inc • Services-misc health & allied services, nec • Florida
OPTION AGREEMENT dated December 1, 2011, between CRYO-CELL International, Inc., a Delaware corporation (the “Company”), and David Portnoy (the “Optionee”).
JOINT FILING AGREEMENTJoint Filing Agreement • June 29th, 2012 • Cryo Cell International Inc • Services-services, nec
We, the signatories of the statement to which this Joint Filing Agreement is attached, hereby agree that such statement is filed, and any amendments thereto filed by any and all of us will be filed, on behalf of each of us and that this Agreement be included as an exhibit to such statement.
EXHIBIT 10.18Cryo Cell International Inc • March 13th, 1998 • Services-services, nec
PURCHASE AGREEMENTPurchase Agreement • March 16th, 2022 • Cryo Cell International Inc • Services-misc health & allied services, nec • North Carolina
THIS PURCHASE AGREEMENT (“Agreement”) is made and entered into effective as of March 14, 2022 (the “Effective Date”) by and among SCANNELL PROPERTIES #502, llc, an Indiana limited liability company (the “Seller”) and CRYO-CELL INTERNATIONAL, INC., a Delaware corporation (the “Purchaser”).
AGREEMENTAgreement • October 21st, 2002 • Cryo Cell International Inc • Services-services, nec
FIRST AMENDMENT TO LICENSE AGREEMENTLicense Agreement • April 4th, 2022 • Cryo Cell International Inc • Services-misc health & allied services, nec
THIS FIRST AMENDMENT TO LICENSE AGREEMENT (the “Amendment”), made this 12th day of July, 2017, by and among BioE LLC, a Minnesota limited liability company with offices located at 8000 Norman Center Drive, #620, Bloomington, MN 55437 (“Licensor”), CytoMedical Design Group LLC, a Minnesota limited liability, and Cryo-Cell International, Inc., a Delaware corporation, with offices located at Cryo-Cell International, Inc., 700 Brooker Creek Blvd., Suite 1800, Oldsmar, FL 34677 (“Licensee”).
AMENDMENT AGREEMENTAmendment Agreement • August 26th, 2011 • Cryo Cell International Inc • Services-services, nec
This Amendment Agreement is entered into and effective this 24th day of August, 2011, by and between Cryo-Cell International, Inc. (the “Company”) and Mercedes Walton (the “Executive”).
Master Services AgreementMaster Services Agreement • April 15th, 2024 • Cryo Cell International Inc • Services-misc health & allied services, nec • Maryland
This Master Services Agreement (this “Agreement”) is entered into as of August 10, 2023 (the “Effective Date”), by and between Cryo-Cell International, Inc., (“Customer”) and Emmes Biopharma Services LLC and its Affiliates and Subsidiaries (“Emmes”), a Maryland limited liability company with its principal address in Maryland at 401 North Washington Street, Suite 700, Rockville, Maryland 20850, (hereinafter Emmes and Customer may be individually referred to as “Party” and collectively referred to as “Parties”).
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 16th, 2015 • Cryo Cell International Inc • Services-misc health & allied services, nec
THIS AMENDMENT (this “Amendment”), made as of June 30, 2015 by and between CytoMedical Design Group LLC, a Minnesota limited liability (“Seller”), and Cryo-Cell International, Inc., a Delaware corporation (“Purchaser”), hereby amends that certain Asset Purchase Agreement between Seller and Purchaser dated as of June 11, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
FIRST AMENDMENT TO CRYO-CELL INTERNATIONAL, INC. EMPLOYMENT AGREEMENT FOR DAVID PORTNOYEmployment Agreement • February 17th, 2012 • Cryo Cell International Inc • Services-services, nec
WHEREAS, Cryo-Cell International, Inc. (the "Company") and David Portnoy, (the "Executive") entered into an Employment Agreement dated December 1, 2011 (the "Agreement"); and
AMENDMENT AGREEMENTAmendment Agreement • February 28th, 2014 • Cryo Cell International Inc • Services-services, nec
This Amendment Agreement is entered into and effective this 29th day of October, 2013, by and between Cryo-Cell International, Inc. (the “Company”) and Linda Kelley (the “Executive”).
CRYO-CELL INTERNATIONAL, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 28th, 2022 • Cryo Cell International Inc • Services-misc health & allied services, nec • New York
Cryo-Cell International, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters on Schedule A hereto (the “Underwriters”), for whom Ladenburg Thalmann & Co. Inc. is acting as representative (in such capacity, the “Representative”), $[ ],000,000 aggregate principal amount of [ ]% Senior Notes due 202[ ] (the “Firm Notes”). In addition, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional $[ ],000,000 aggregate principal amount of [ ]% Senior Notes due 2026 (the “Additional Notes”). The Firm Notes and, if and to the extent such option is exercised, the Additional Notes are hereinafter collectively referred to as the “Notes.”
