COMMON STOCK PURCHASE WARRANT ADYNXX, INC.Common Stock Purchase Warrant • October 11th, 2019 • Adynxx, Inc. • Surgical & medical instruments & apparatus • New York
THIS WARRANT TO PURCHASE COMMON STOCK (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 [ISSUE DATE] (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on , 20241 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Adynxx, 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 • November 8th, 2019 • Adynxx, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [_____, 2019 between Adynxx, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 8th, 2009 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of ____________________ , between HepaLife Technologies, Inc., a Florida corporation (the “ Company ”) and each of the several purchasers signatory hereto (each such purchaser, a “ Subscriber ” and, collectively, the “ Subscribers ”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 28th, 2017 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 27, 2017, between Alliqua BioMedical, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 24th, 2006 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of January 20, 2006, by and between HEPALIFE TECHNOLOGIES, INC., a Florida corporation, (the "Company"), and FUSION CAPITAL FUND II, LLC (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock 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").
SERIES C COMMON STOCK PURCHASE WARRANT HEPALIFE TECHNOLOGIES, INC.Securities Agreement • May 28th, 2008 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus
THIS SERIES C 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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the second year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from HepaLife Technologies, Inc., a Florida corporation (the “Company”), up to_____________________ shares (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).
9,473,250 Shares ALLIQUA BIOMEDICAL, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 31st, 2017 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 7th, 2013 • Alliqua, Inc. • Surgical & medical instruments & apparatus • Florida
This Indemnification Agreement, dated as of February 4, 2013, is made by and between Alliqua, Inc., a Florida corporation (the “Corporation”) and David Johnson (the “Indemnitee”).
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Security Agreement • July 8th, 2009 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus
THIS SERIES C 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 date hereof (the “ Initial Exercise Date ”) and on or prior to the close of business on the second year anniversary of the Initial Exercise Date (the “ Termination Date ”) but not thereafter, to subscribe for and purchase from HepaLife Technologies, Inc., a Florida corporation (the “ Company ”), up to _____________________ shares (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).
Indemnity AgreementIndemnity Agreement • November 14th, 2019 • Adynxx, Inc. • Surgical & medical instruments & apparatus • Delaware
This Indemnity Agreement (the “Agreement”) is made and entered into as of , 20 , between Adynxx, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
NONQUALIFIED STOCK OPTION AGREEMENT ALLIQUA BIOMEDICAL, INC.Nonqualified Stock Option Agreement • August 6th, 2015 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus
NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • September 18th, 2008 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida
THIS NONSTATUTORY STOCK OPTION AGREEMENT (“Agreement”) is made and entered into as of the date set forth below, by and between HepaLife Technologies, Inc., a Florida corporation (the “Company”), and the following Director of the Company (“Optionee”):
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • August 6th, 2015 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus
HEPALIFE TECHNOLOGIES, INC. NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • June 20th, 2008 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida
THIS NONSTATUTORY STOCK OPTION AGREEMENT (“Agreement”) is made and entered into as of the date set forth below, by and between HepaLife Technologies, Inc., a Florida corporation (the “Company”), and the following employee of the Company (“Optionee”):
VOTING AGREEMENTVoting Agreement • October 12th, 2018 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • Delaware
This VOTING AGREEMENT (this “Agreement”) is entered into as of October 11, 2018, between Alliqua Biomedical Inc., a Delaware corporation (“Parent”) and the undersigned (the “Stockholder”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • January 24th, 2006 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida
COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of July 8, 2005, by and between HEPALIFE TECHNOLOGIES, INC., a Florida corporation (the “Company”), and FUSION CAPITAL FUND II, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.
HEPALIFE TECHNOLOGIES, INC.Employment Agreement • June 12th, 2007 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 12th, 2007 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida
AGREEMENT dated as of May 11, 2007, between HepaLife Technologies, Inc. (the “Company”) and GCA Strategic Investment Fund Limited (“Purchaser”).
ALLIQUA, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • September 9th, 2013 • Alliqua, Inc. • Surgical & medical instruments & apparatus • Florida
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2012 • Alliqua, Inc. • Surgical & medical instruments & apparatus • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), is dated as of November __, 2012, by and between Alliqua, Inc., a Florida corporation (the “Company”), and the subscribers set forth on the signature pages affixed hereto (each a “Subscriber” and collectively, the “Subscribers”).
RESTRICTED STOCK AWARD AGREEMENT ALLIQUA BIOMEDICAL, INC.Restricted Stock Award Agreement • August 6th, 2015 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus
ALLIQUA, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • January 23rd, 2014 • Alliqua, Inc. • Surgical & medical instruments & apparatus • Florida
SUBSCRIPTION AGREEMENT BY AND BETWEEN AND RECITALSSecurities Purchase Agreement • July 8th, 2009 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida
WHEREAS, the Company is offering on a no minimum basis (the “Offering”) up to an aggregate of 14,117,647 units ( the “Offered Units”) at a price of US $0.425 per Offered Unit or $6,000,000 in the aggregate; each Offered Unit consists of one (1) share (the “ Unit Shares ”) of the Company’s common stock, $0.001 par value per share and one (1) Series C Non-redeemable Warrant (in the form of Exhibit A hereto) to purchase a share of common stock at $ 0.55 per share for a period of 24 months from the date of issuance (the “ Series C Warrants ”);
EMPLOYMENT AGREEMENTEmployment Agreement • June 9th, 2015 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is dated as of June 5, 2015 and is entered into by and between Brian M. Posner (the “Executive”) and Alliqua BioMedical, Inc. (the “Company”). The Company and the Executive shall be referred to herein as the “Parties.”
SERIES F COMMON STOCK PURCHASE WARRANT HEPALIFE TECHNOLOGIES, INC.Security Agreement • May 17th, 2010 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus
THIS SERIES F 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 date hereof (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 (the “Exercise Period”), to subscribe for and purchase from HepaLife Technologies, Inc., a Florida corporation (the “Company”), up to _____________________ shares (the “Warrant Shares”) of common stock, par value $0.001 per share (the “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 1(b).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG ALLIQUA BIOMEDICAL, INC., EMBARK MERGER SUB INC., AND ADYNXX, INC., Dated as of October 11, 2018Merger Agreement • October 12th, 2018 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, is made and entered into as of October 11, 2018 (this “Agreement”), by and among ALLIQUA BIOMEDICAL, INC. a Delaware corporation (“Parent”), EMBARK MERGER SUB INC., a Delaware corporation (“Merger Sub”) and ADYNXX, INC., a Delaware corporation (“Company”). Parent, Merger Sub and Company are each a “Party” and referred to collectively herein as the “Parties.” Certain capitalized terms used in this Agreement are defined in Exhibit A.
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 12th, 2007 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 11, 2007, between HepaLife Technologies, Inc., a Florida corporation (the “Company”), and GCA Strategic Investment Fund Limited (the “Fund”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 25th, 2013 • Alliqua, Inc. • Surgical & medical instruments & apparatus • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of February 22, 2013 by and among Alliqua, Inc., a Florida corporation (the “Company”), and each of the purchasers identified on the signature pages hereto and such purchasers’ respective successors and assigns (individually, a “Purchaser” and collectively, the “Purchasers”).
Alliqua BioMedical, Inc. Lock-Up Agreement October 11, 2018Lock-Up Agreement • October 12th, 2018 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • Delaware
This Lock-Up Agreement (this “Agreement”) is executed in connection with the Agreement and Plan of Merger (the “Merger Agreement”) by and among Alliqua BioMedical, Inc. (the “Parent”), Embark Merger Sub Inc., (“Merger Sub”), and Adynxx, Inc. (the “Company”), dated as of October 11, 2018. Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Merger Agreement.
UNITED STATES DEPARTMENT OF AGRICULTURE TYPE OF RESEARCH AGREEMENT RESEARCH AGREEMENT Cooperative Research and Development Agreement AGREEMENT NO. 58-3K95-3-967 TYPE OF ACTION NEW AGENCY (Name and Address) Agricultural Research Service 1400...Cooperative Research and Development Agreement • June 12th, 2007 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • District of Columbia
PRINCIPAL INVESTIGATOR (Name and Address) Harmel Rayat (Same as Above) FINANCE OFFICE (Complete Mailing Address) USDA, ARS, BA, Budget and Fiscal Office 10300 Baltimore Ave. Bldg. 003, Rm. 206, BARC-West Beltsville, MD 20705-2350
AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 11, 2010 BY AND AMONG HEPALIFE TECHNOLOGIES, INC., HT ACQUISITION CORP. and AQUAMED TECHNOLOGIES, INC.Merger Agreement • May 17th, 2010 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida
This AGREEMENT AND PLAN OF MERGER, dated as of May 11, 2010 (this “Agreement”), is among HepaLife Technologies, Inc., a Florida corporation (“Parent”), HT Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and AquaMed Technologies, Inc., a Delaware corporation (the “Company”). Certain terms used in this Agreement are used as defined in Section 8.1.
THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO...Convertible Promissory Note • December 17th, 2019 • Adynxx, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS CONVERTIBLE PROMISSORY NOTE AND ALL PAYMENT AND ENFORCEMENT PROVISIONS HEREIN ARE UNSECURED OBLIGATIONS OF THE COMPANY AND SUBJECT TO THE TERMS OF A SUBORDINATION AGREEMENT DATED AS OF MARCH 29, 2018, BY AND AMONG THE HOLDER (AS DEFINED HEREIN) AND OXFORD FINANCE LLC (THE “SUBORDINATION AGREEMENT”). IN THE EVENT OF ANY INCONSISTENCY BETWEEN THIS CONVERTIBLE PROMISSORY NOTE AND THE SUBORDINATION AGREEMENT, THE TERMS OF THE SUBORDINATION AGREEMENT SHALL CONTROL.
HepaLife Technologies, Inc. Boston, MA 02109Interim Executive-Services Agreement • November 18th, 2009 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • New York
This letter sets forth the terms and conditions of your Contract Interim Executive-Services Agreement (the “Agreement”) with HepaLife Technologies, Inc. (the “Company").
ContractCooperative Research and Development Agreement • June 12th, 2007 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus
UNITED STATES DEPARTMENT OF AGRICULTURE RESEARCH AGREEMENT TYPE OF RESEARCH AGREEMENT Cooperative Research and Development Agreement
ASSET PURCHASE AGREEMENT between Alliqua Biomedical, Inc. and CELULARITY INC. Dated as of January 5, 2018Asset Purchase Agreement • January 5th, 2018 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • Delaware
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated January 5, 2018, among Alliqua Biomedical, Inc., a Delaware corporation ( “Seller”), and Celularity Inc., a Delaware corporation (“Buyer”). Each of Buyer and Seller are sometimes referred to herein as a “Party” and together as the “Parties”.
