COMMON STOCK PURCHASE WARRANT NOVO INTEGRATED SCIENCES, INC.Novo Integrated Sciences, Inc. • November 24th, 2021 • Engines & turbines
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Jefferson Street Capital, LLC, a New Jersey limited liability company, 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 November 17, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Novo Integrated Sciences, Inc., a Nevada corporation (the “Company”), up to 111,940 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of common stock, par value $0.001 per share, of the Company (“Common Stock”) under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 26th, 2023 • Novo Integrated Sciences, Inc. • Engines & turbines • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 20, 2023, by and between NOVO INTEGRATED SCIENCES, INC., a Nevada corporation, with headquarters located at 11120 NE 2nd Street, Suite 100, Bellevue, WA 98004 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
PREAMBLE:Escrow Agreement • September 25th, 2003 • Turbine Truck Engines Inc • Florida
byLicense Agreement • September 25th, 2003 • Turbine Truck Engines Inc
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 6th, 2006 • Turbine Truck Engines Inc • Engines & turbines • Massachusetts
Registration Rights Agreement (the "Agreement"), dated as of May 31, 2006, by and between Turbine Truck Engines, Inc., a corporation organized under the laws of State of Delaware, with its principal executive office at 1301 International Speedway Blvd., Deland, FL 32724 (the "Company"), and Dutchess Private Equities Fund, L.P., a Delaware limited partnership with its principal office at 50 Commonwealth Avenue, Suite 2, Boston, MA 02116 (the "Holder").
COMMON STOCK PURCHASE WARRANT NOVO INTEGRATED SCIENCES, INC.Common Stock Purchase Warrant • June 26th, 2023 • Novo Integrated Sciences, Inc. • Engines & turbines • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $445,000.00 to the Holder (as defined below) of even date) (the “Note”), Mast Hill Fund, L.P., a Delaware limited partnership (including any permitted and registered 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 of issuance hereof, to purchase from NOVO INTEGRATED SCIENCES, INC., a Nevada corporation (the “Company”), 776,614 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated June 20, 2023, by and among the Company and the H
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 18th, 2022 • Novo Integrated Sciences, Inc. • Engines & turbines • New York
WARRANT AGENCY AGREEMENT, dated as of October 18, 2022 (“Agreement”), between Novo Integrated Sciences, Inc., a Nevada corporation (the “Company”), and Pacific Stock Transfer Company (the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 7th, 2022 • Novo Integrated Sciences, Inc. • Engines & turbines • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of _______, 2022, between Novo Integrated Sciences, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
INVESTMENT AGREEMENTInvestment Agreement • June 6th, 2006 • Turbine Truck Engines Inc • Engines & turbines • Massachusetts
INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of May 31, 2006 by and between Turbine Truck Engines, Inc. a Delaware corporation (the "Company"), and Dutchess Private Equities Fund, LP, a Delaware limited partnership (the "Investor").
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 7th, 2022 • Novo Integrated Sciences, Inc. • Engines & turbines • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Novo Integrated Sciences, Inc., a Nevada corporation (together with its subsidiaries, the “Company”), that Maxim shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, for the proposed placement of up to an aggregate of $[__] of registered securities of the Company, consisting of up to [__] units (the “Units”) directly to various investors (“Investors”). Each Unit will consist of either (i) one share of the Company’s common stock, $0.001 par value per share (the “Common Stock”), a 3-Year Warrant (as defined below), and a 5-Year Warrant (as defined below); or (ii) one pre-funded Common Stock purchase warrant to purchase one share of Common Stock (the “Pre-Funded Warrants,” and the shares issuable upon exercise thereof, the “Pre-Funded Warrant Shares”) at an exercise price of $0.01 per share of Common Stock, a 3-Year Warrant,
EXHIBIT 10.7 FORM OFEngagement Agreement • September 25th, 2003 • Turbine Truck Engines Inc • Florida
Securities Purchase AgreementSecurities Purchase Agreement • April 11th, 2024 • Novo Integrated Sciences, Inc. • Engines & turbines • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of April 5, 2024, is entered into by and between Novo Integrated Sciences, Inc., a Nevada corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
NOVO INTEGRATED SCIENCES, INC. as the Company and as Trustee Subordinated Indenture Dated as of , 20Novo Integrated Sciences, Inc. • March 15th, 2021 • Engines & turbines • New York
SUBORDINATED INDENTURE, dated as of , 20 , between Novo Integrated Sciences, Inc., a Nevada corporation, as the Company, and , as Trustee.
Security AgreementSecurity Agreement • April 11th, 2024 • Novo Integrated Sciences, Inc. • Engines & turbines • Utah
This Security Agreement (this “Agreement”), dated as of April 5, 2024, is executed by Novo Integrated Sciences, Inc., a Nevada corporation (“Debtor”), in favor of Streeterville Capital, LLC, a Utah limited liability company (“Secured Party”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 18th, 2023 • Novo Integrated Sciences, Inc. • Engines & turbines • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 12, 2023, by and between NOVO INTEGRATED SCIENCES, INC., a Nevada corporation, with headquarters located at 11120 NE 2nd Street, Suite 100, Bellevue, WA 98004 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 24th, 2021 • Novo Integrated Sciences, Inc. • Engines & turbines • Nevada
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of November 17, 2021 (the “Execution Date”) by and among NOVO INTEGRATED SCIENCES, INC., a Nevada corporation (“NVOS”), TERRAGENIX, INC., a Canadian corporation and 91% owned subsidiary of NVOS (“TERRAGX,” and collectively with NVOS, the “Company” and each, a “Company Group Party”), and JEFFERSON STREET CAPITAL, LLC, a New Jersey limited liability company (the “Purchaser” and together with the NVOS, and TERRAGX, the “Parties”, and each, a “Party”). Certain defined terms are set forth in Section 8.10 below.
COMMON STOCK PURCHASE WARRANT NOVO INTEGRATED SCIENCES, INC.Common Stock Purchase Warrant • October 4th, 2022 • Novo Integrated Sciences, Inc. • Engines & turbines
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 [________], 20271 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Novo Integrated Sciences, Inc., a Nevada 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 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 Warrant, subject to a Holder’
PRE-FUNDED COMMON STOCK PURCHASE WARRANT NOVO INTEGRATED SCIENCES, INC.Novo Integrated Sciences, Inc. • October 7th, 2022 • Engines & turbines
THIS PRE-FUNDED 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Novo Integrated Sciences, Inc., a Nevada 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 OFRegistration Rights Agreement • September 25th, 2003 • Turbine Truck Engines Inc • Colorado
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • April 2nd, 2020 • Novo Integrated Sciences, Inc. • Engines & turbines • California
The securities offered hereby are highly speculative. Investing in shares of Novo Integrated Sciences, Inc. involves significant risks. This investment is suitable only for persons who can afford to lose their entire investment. Furthermore, investors must understand that such investment could be illiquid for an indefinite period of time. No public market currently exists for the securities, and if a public market develops following this offering, it may not continue.
GUARANTYGuaranty • April 11th, 2024 • Novo Integrated Sciences, Inc. • Engines & turbines • Ontario
THIS GUARANTY (“Guaranty”), dated as of April 5, 2024, is made by Novo Healthnet Limited, an Ontario corporation (the “Guarantor”), in favor of Streeterville Capital, LLC, a Utah limited liability company (the “Lender”) (together with the Guarantor, the “Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 9th, 2021 • Novo Integrated Sciences, Inc. • Engines & turbines • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 9, 2021, between Novo Integrated Sciences, Inc., a Nevada 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 AGREEMENTSecurities Purchase Agreement • September 22nd, 2023 • Novo Integrated Sciences, Inc. • Engines & turbines • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 18, 2023, by and between NOVO INTEGRATED SCIENCES, INC., a Nevada corporation, with headquarters located at 11120 NE 2nd Street, Suite 100, Bellevue, WA 98004 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the “Buyer”).
CONSULTING AGREEMENTCorporate Development • October 26th, 2006 • Turbine Truck Engines Inc • Engines & turbines • Florida
THIS AGREEMENT (the "Agreement") is made and entered into by and between TURBINE TRUCK ENGINES, INC., a Delaware corporation (the "Company"); and LYMAN MAYNARD, (the "Consultant"); the Company and the Consultant being hereinafter collectively referred to as the "Parties" and generically as a "Party".
MERGER AND EXCHANGE AGREEMENTMerger and Exchange Agreement • February 11th, 2008 • Turbine Truck Engines Inc • Engines & turbines • Florida
THIS MERGER AND EXCHANGE AGREEMENT, made and entered into on February 6, 2008, by and among Turbine Truck Engines Inc., ("TTEG"), a Delaware corporation, High Point Acquisition, Inc. ("Acquisition"), a Nevada corporation to be formed as a wholly owned subsidiary of TTEG, and High Point Transport, Inc. ("HPTI"), a Florida corporation.
Novo Integrated Sciences Signs Agreement of Transfer and AssignmentNovo Integrated Sciences Signs Agreement • January 16th, 2019 • Novo Integrated Sciences, Inc. • Engines & turbines
BELLEVUE, Wash., January 14, 2019 (GLOBE NEWSWIRE) — via OTC PR WIRE – On January 8, 2019, Novo Integrated Sciences, Inc. (OTCQB:NVOS) (the “Company” or “Novo Integrated Sciences”) and 2478659 Ontario Ltd., an Ontario corporation (“247), signed an Agreement of Transfer and Assignment (the JV Assignment”), pursuant to which Novo Integrated Sciences assumes all rights and obligations outlined within a Joint Venture Agreement (“JV”), executed January 7, 2019, between 247 and Kainai Cooperative, a cooperative organized under the laws of Alberta, Canada (“KA”).
MASTER FACILITY LICENSE AGREEMENTMaster Facility License Agreement • September 30th, 2019 • Novo Integrated Sciences, Inc. • Engines & turbines • California
This Master Facility License Agreement (this “Agreement”) is between Fitness International, LLC, a California limited liability company, on its own behalf and on behalf of its affiliates Fitness & Sports Clubs, LLC, a Delaware limited liability company (individually and collectively, “Licensor”), and Novomerica Health Group Inc., a Nevada corporation (“Licensee”). Licensor and Licensee are each sometimes referred to in this Agreement as a (“Party”) and collectively as the (“Parties”). This Agreement shall be effective as of September 24, 2019 (such date, the “Effective Date”).
Guaranty AgreementGuaranty Agreement • September 30th, 2019 • Novo Integrated Sciences, Inc. • Engines & turbines • California
THIS GUARANTY AGREEMENT (this “Guaranty”) is made and entered into effective as of September 24, 2019 (the “Effective Date”), by and between Novo Integrated Sciences, Inc., a Nevada corporation (“Guarantor”), and Fitness International, LLC, a California limited liability company, on its own behalf and on behalf of its wholly owned subsidiary, LAF Canada Company, an entity organized under the laws of Nova Scotia (individually and collectively, “Licensor”).
CONFIDENTIAL April 9, 2021 VIA ELECTRONIC DELIVERY Mr. Robert Mattacchione Chairman & Chief Executive Officer Novo Integrated Sciences, Inc. 11120 NE 2nd Street, Suite 100 Bellevue, WA 98004 Dear Mr. Mattacchione:Novo Integrated Sciences, Inc. • April 9th, 2021 • Engines & turbines • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Novo Integrated Sciences, Inc., a Nevada corporation (the “Company”), that Maxim shall serve as the placement agent for the Company, on a “commercially reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of common stock (the “Shares”) of the Company, par value $0.001 per share (“Common Stock”) and warrants to purchase shares of Common Stock (“Warrants” and collectively with the Shares, the “Securities”). The terms of the 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 grants Maxim the power or authority to bind the Company or any Purchaser or creates 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 Pur
COMMON STOCK PURCHASE WARRANT NOVO INTEGRATED SCIENCES, INC.Common Stock Purchase Warrant • October 7th, 2022 • Novo Integrated Sciences, Inc. • Engines & turbines
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 [________], [2025]/[2027]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Novo Integrated Sciences, Inc., a Nevada 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 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 Warrant, subject to
SETTLEMENT AND RELEASE AGREEMENTSettlement and Release Agreement • August 5th, 2014 • Turbine Truck Engines Inc • Engines & turbines • Florida
THIS SETTLEMENT AND RELEASE AGREEMENT (the “Agreement”) is made and entered into as of this 30th day of July, 2014, by and among Timothy Michael Patterson, Jr. (“Employee”) and Turbine Truck Engines, Inc., a Nevada corporation, (“TTEG” or “Company”).
Waiver and AmendmentWaiver and Amendment • October 14th, 2022 • Novo Integrated Sciences, Inc. • Engines & turbines
This Waiver and Amendment (this “Waiver”), dated as of the date first set forth above (the “Waiver Date”), is entered into by and between Novo Integrated Sciences, Inc., a Nevada corporation (the “Company”) and Hudson Bay Master Fund Ltd. (the “Holder”). The Company and Holder may be referred to herein individually as a “Party” and collectively as the “Parties.”
Exclusive Agency AgreementExclusive Agency Agreement • June 21st, 2010 • Turbine Truck Engines Inc • Engines & turbines
THIS EXCLUSIVE AGENCY AGREEMENT (this “Agreement”) is made by and between TURBINE TRUCK ENGINES, INC., a Nevada Company address at 917 Biscayne Blvd., Suite 6 DeLand, Florida 32724 U.S.A. (hereinafter referred to as “TURBINE”), and Falcon Power Co., Ltd. a Taiwan company address at 6F. No.6, Sec.2, Nanjing E. road, Jhongshan District 104, Taipei (the “FALCON”)
Cooperation agreement Between TURBINE TRUCK ENGINES, INC. (TTE) 46600 Deep Woods Road Paisley, Florida 32767 USA And HYDROGEN UNION ENERGY CO.,LTD.(HUE) 1F.,No.21,Alley21,Sec.2,Nanjing E.Rd.Taipei City 104,R.O.C.Cooperation Agreement • June 20th, 2011 • Turbine Truck Engines Inc • Engines & turbines
Broker-Dealer AgreementBroker-Dealer Agreement • April 2nd, 2020 • Novo Integrated Sciences, Inc. • Engines & turbines
This amended agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between Novo Integrated Sciences, Inc. (“Client”), a Nevada Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of March 31, 2020 (the “Effective Date”):
