Pure Bioscience, Inc. Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 7th, 2016 • Pure Bioscience, Inc. • Miscellaneous chemical products • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of December 1, 2016, between PURE Bioscience, 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”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 7th, 2016 • Pure Bioscience, Inc. • Miscellaneous chemical products

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).

COMMON STOCK PURCHASE WARRANT PURE BIOSCIENCE, INC.
Pure Bioscience, Inc. • December 7th, 2016 • Miscellaneous chemical products

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 December 1, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from PURE Bioscience, 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). This Warrant is one of a series of Common Stock purchase warrants (the “Warrants” and the holders thereof, including the Holder, collectively, the “Warrant Holders”) of like tenor issued pursuant to that certain Eng

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 2nd, 2009 • Pure Bioscience • Miscellaneous chemical products • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 1, 2009, between Pure Bioscience, a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 15th, 2011 • Pure Bioscience, Inc. • Miscellaneous chemical products • Illinois

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 14, 2011, by and between PURE BIOSCIENCE, INC., a Delaware corporation, (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). 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").

LICENSE AGREEMENT (AXENOHL)
License Agreement • October 19th, 2001 • Innovative Medical Services • Surgical & medical instruments & apparatus • California
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 22nd, 2009 • Pure Bioscience • Miscellaneous chemical products • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of May 21, 2009, between Pure Bioscience, a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 29th, 2012 • Pure Bioscience, Inc. • Miscellaneous chemical products • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 26, 2012, between Pure Bioscience, 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”).

Contract
Pure Bioscience, Inc. • June 29th, 2012 • Miscellaneous chemical products

THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.

COMMON STOCK PURCHASE WARRANT PURE BIOSCIENCE
Pure Bioscience • September 2nd, 2009 • Miscellaneous chemical products

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (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 March __, 2010 (the “Initial Exercise Date”) and on or prior to the close of business on March __, 2015 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Pure Bioscience, a California corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock.

INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 24th, 2013 • Pure Bioscience, Inc. • Miscellaneous chemical products • Delaware

This INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into effective as of the day of 2013 by and between Pure Bioscience, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).

ARTICLE 2: REPRESENTATIONS AND WARRANTIES OF ETIH20
Executive Employment Agreement • November 15th, 2001 • Innovative Medical Services • Surgical & medical instruments & apparatus • California
COMMON STOCK PURCHASE WARRANT PURE BIOSCIENCE, INC.
Pure Bioscience, Inc. • April 23rd, 2013 • Miscellaneous chemical products

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _________________ (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 six month anniversary of the issue date (the “Initial Exercise Date”) and on or prior to the close of business on the three year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Pure Bioscience, Inc., a Delaware corporation (the “Company”), up to _____________ shares (the “Warrant Shares”) of Common Stock.

PURE BIOSCIENCE, INC. Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • September 13th, 2012 • Pure Bioscience, Inc. • Miscellaneous chemical products • New York
AGREEMENT ---------
Development and Licensing Agreement • January 30th, 2004 • Pure Bioscience • Misc industrial & commercial machinery & equipment • California
CONFIDENTIAL
Pure Bioscience • September 2nd, 2009 • Miscellaneous chemical products • New York

This letter (the “Agreement”) constitutes the agreement between Rodman & Renshaw, LLC (“Rodman” or the “Placement Agent”) and PURE Bioscience (the “Company”), that Rodman shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of registered securities (the “Securities”) of the Company, including shares (the “Shares”) of the Company’s common stock, no par value per share (the “Common Stock”) and warrants to purchase shares of Common Stock. The terms of such Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that Rodman would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the documents executed and delivered by the Company and the Purchase

Securities PURCHASE AGREEMENT
Securities Purchase Agreement • July 19th, 2022 • Pure Bioscience, Inc. • Miscellaneous chemical products • Delaware

This Securities Purchase Agreement (this “Agreement”) is dated as of July 15, 2022, among Pure Bioscience, 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”).

PURCHASE AGREEMENT
Purchase Agreement • December 15th, 2011 • Pure Bioscience, Inc. • Miscellaneous chemical products • Illinois

PURCHASE AGREEMENT (the “Agreement”), dated as of December 14, 2011, by and between PURE BIOSCIENCE, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).

Manufacturing, Licensing And Distribution Agreement
, Licensing and Distribution Agreement • October 19th, 2001 • Innovative Medical Services • Surgical & medical instruments & apparatus • California
PURE Bioscience, Inc. RESTRICTED STOCK UNITS AGREEMENT
Restricted Stock Units Agreement • June 23rd, 2017 • Pure Bioscience, Inc. • Miscellaneous chemical products • California

THIS RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made and entered into as of the 22nd day of June 2017 (the “Grant Date”), by and between PURE BIOSCIENCE, INC., a Delaware corporation, and Henry Lambert (the “Grantee”), an executive officer of the Company. The Company has granted to the Grantee an award (the “Award”) consisting of Two-Hundred Thousand (200,000) Restricted Stock Units (each a “Unit” and, together, the “Units” or the “Total Number of Units”), subject to the terms and conditions of this Agreement. Each Unit represents a right to receive upon settlement one (1) share of Stock. The Award has not been granted pursuant to any compensatory, bonus, or similar plan maintained or otherwise sponsored by the Company (collectively, the “Plan”), and the shares of Stock that may become issuable upon settlement the Units shall not reduce the number of shares of Stock available for issuance under any Plan.

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PURE Bioscience, Inc. Common Stock SALES AGREEMENT
Sales Agreement • May 2nd, 2011 • Pure Bioscience, Inc. • Miscellaneous chemical products • New York
ZERO COUPON SECURED CONVERTIBLE NOTE DUE DECEMBER 26, 2012
Pure Bioscience, Inc. • June 29th, 2012 • Miscellaneous chemical products • New York

THIS ZERO COUPON SECURED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Zero Coupon Secured Convertible Notes of Pure Bioscience, Inc., a Delaware corporation (the “Company” or the “Debtor”), having its principal place of business at 1725 Gillespie Way, El Cajon, California (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).

EMPLOYMENT AGREEMENT
Employment Agreement • November 8th, 2012 • Pure Bioscience, Inc. • Miscellaneous chemical products • California

This Employment Agreement (the “Agreement”) is entered into effective as of November 5, 2012 (the “Effective Date”), by and between PURE Bioscience, Inc., a Delaware corporation (the “Company”), and Peter C. Wulff, (the “Executive”). The Company and the Executive are hereinafter collectively referred to as the “Parties”, and individually referred to as a “Party”.

COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • August 20th, 2013 • Pure Bioscience, Inc. • Miscellaneous chemical products • Delaware

THIS COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of , 2013, among Pure Bioscience, 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”).

Securities PURCHASE AGREEMENT
Securities Purchase Agreement • October 3rd, 2019 • Pure Bioscience, Inc. • Miscellaneous chemical products • Delaware

This Securities Purchase Agreement (this “Agreement”) is dated as of October 2, 2019, among Pure Bioscience, 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”).

WHARTON CAPITAL MARKETS LLC
Pure Bioscience, Inc. • December 15th, 2011 • Miscellaneous chemical products • New York
SUBSCRIPTION AGREEMENT
Subscription Agreement • April 29th, 2014 • Pure Bioscience, Inc. • Miscellaneous chemical products • Delaware
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 28th, 2015 • Pure Bioscience, Inc. • Miscellaneous chemical products • New York

Transactions with Management. In the table on the following page, describe any transaction (or series of similar transactions), during the Company’s last three Fiscal Years, or any currently proposed transaction (or series of similar transactions), to which the Company or any of its subsidiaries was or is to be a party, and in which you had or anyone in your immediate family has, a material direct or indirect financial interest. Identify the person (s) involved and state the nature of your or their interest in the transaction, the amount of the transaction and the amount of your or their interest in the transaction . (Attach a supplemental page if necessary.)

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • March 27th, 2024 • Pure Bioscience, Inc. • Miscellaneous chemical products • Delaware

THIS NOTE PURCHASE AGREEMENT (“Agreement”) is made as of March 22, 2024, by and among Pure Bioscience, Inc., a Delaware corporation (the “Company”), and the lenders (each, a “Lender” and collectively, the “Lenders”) named on Schedule 1 attached hereto (the “Schedule of Lenders”). Capitalized terms not otherwise defined in this Agreement shall have the meanings ascribed to them in Section 1 below.

EMPLOYMENT AGREEMENT
Employment Agreement • October 24th, 2013 • Pure Bioscience, Inc. • Miscellaneous chemical products • California

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of October 23, 2013 (the “Effective Date”), by and between PURE BIOSCIENCE, INC., a Delaware corporation (the “Company”), and HENRY R. LAMBERT (the “Executive”). The Company and the Executive are hereinafter collectively referred to as the “Parties”, and individually referred to as a “Party”.

RECITALS
Ims-Dodo Agreement • October 19th, 2001 • Innovative Medical Services • Surgical & medical instruments & apparatus
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 29th, 2013 • Pure Bioscience, Inc. • Miscellaneous chemical products • Delaware
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