Pluristem Life Systems Inc Sample Contracts

COMMON STOCK PURCHASE WARRANT PLURISTEM THERAPEUTICS INC.
Common Stock Purchase Warrant • January 20th, 2017 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • 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 following six (6) months from the date hereof (the "Initial Exercise Date") and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Pluristem Therapeutics 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).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 25th, 2015 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 25, 2015, between Pluristem Therapeutics 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”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 6th, 2009 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of May 5, 2009, between Pluristem Therapeutics 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”).

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12,244,898 Shares and Warrants to purchase 7,346,939 Shares PLURISTEM THERAPEUTICS INC. AMENDED AND RESTATED UNDERWRITING AGREEMENT
Underwriting Agreement • January 20th, 2017 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York
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OPEN MARKET SALE AGREEMENTSM
Open Market Sale Agreement • July 16th, 2020 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

Pluristem Therapeutics Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common stock, par value $0.00001 per share (the “Common Shares”), on the terms set forth in this agreement (this “Agreement”).

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COMMON STOCK PURCHASE WARRANT PLURISTEM THERAPEUTICS, INC.
Common Stock Purchase Warrant • June 25th, 2015 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances)

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 June ___, 2015 (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 Pluristem Therapeutics, 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).

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COMMON STOCK PURCHASE WARRANT PLURI INC.
Securities Agreement • December 19th, 2022 • Pluri Inc. • Biological products, (no disgnostic substances)

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 following the Initial Exercise Date (as hereinafter defined) and on or prior to the close of business on the three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Pluri 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).

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At Market Issuance Sales Agreement
At Market Issuance Sales Agreement • July 7th, 2017 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

Pluristem Therapeutics Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”), with FBR Capital Markets & Co. (“FBR”), MLV & Co. LLC (“MLV”) and Oppenheimer & Co. Inc. (“Oppenheimer”; each of FBR, MLV and Oppenheimer individually an “Agent” and collectively, the “Agents”), as follows:

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 3rd, 2021 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of February 2, 2021, between Pluristem Therapeutics 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”).

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CONFIDENTIAL
Placement Agent Agreement • May 6th, 2009 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

This letter (the “Agreement”) constitutes the agreement between Rodman & Renshaw, LLC (“Rodman” or the “Placement Agent”) and Pluristem Therapeutics Inc. (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, par value $0.00001 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 Compan

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COMMON STOCK PURCHASE WARRANT PLURISTEM THERAPEUTICS INC.
Common Stock Purchase Warrant • October 6th, 2009 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances)

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 April [__], 2010 (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 Pluristem Therapeutics Inc., a Nevada 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).

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Pluristem Therapeutics Inc. and American Stock Transfer & Trust Company, LLC, as Warrant Agent
Warrant Agent Agreement • May 6th, 2019 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

WARRANT AGENT AGREEMENT, dated as of April 4, 2019 (“Agreement”), between Pluristem Therapeutics Inc., a Nevada corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Warrant Agent”).

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SUBSCRIPTION AGREEMENT
Subscription Agreement • May 24th, 2007 • Pluristem Life Systems Inc • Biological products, (no disgnostic substances) • New York

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of May ____, 2007, by and among Pluristem Life Systems, Inc., a Nevada corporation (the “Company”), and the subscribers identified on the signature page hereto (each a “Subscriber” and collectively “Subscribers”).

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Pluri Inc. COMMON SHARES SALES AGREEMENT
Sales Agreement • February 13th, 2024 • Pluri Inc. • Biological products, (no disgnostic substances) • New York

Pluri Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (the “Sales Agent”), as follows:

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PLURISTEM THERAPEUTICS INC. 11,000,000 Shares and Warrants to purchase 4,400,000 Shares UNDERWRITING AGREEMENT
Underwriting Agreement • January 27th, 2011 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York
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PLACEMENT AGENCY AGREEMENT October 6, 2009
Placement Agency Agreement • October 6th, 2009 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

Pluristem Therapeutics Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions herein, to issue and sell an aggregate of up to (i) 2,702,822 shares (the “Shares”) of its common stock, $0.00001 par value per share (the “Common Stock”), and (ii) warrants to purchase 1,081,129 shares of Common Stock (the “Warrants”, and together with the Shares, the “Securities”), to certain investors (each an “Investor” and, collectively, the “Investors”), in an offering under its registration statement on Form S-3 (Registration No. 333-151761). The shares of Common Stock issuable upon exercise of the Warrants are hereinafter referred to as the Warrant Shares. The Securities are more fully described in the Prospectus (as defined below). The Company desires to engage Roth Capital Partners, LLC (“Roth Capital”) in connection with such issuance and sale of the Securities.

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PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • February 3rd, 2021 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

This letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners, as placement agent (“A.G.P.”)(A.G.P. is also referred to as, the “Placement Agent”), and Pluristem Therapeutics Inc., a company organized under the laws of the State of Nevada (the “Company”), that the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of shares of common stock, par value, $0.00001 per share (the “Shares”). The Shares actually placed by the Placement Agent are referred to herein as the “Placement Agent Securities.” The Placement Agent Securities shall be offered and sold under the Company’s registration statement on Form S-3 (File No. 333-239890) with respect to the Placement Agent Securities. The documents executed and delivered by the Company and the Purchasers (as defined below) in connection with the Placement, including, without limitation, a securities pu

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 6th, 2009 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of October 6, 2009, between Pluristem Therapeutics 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”).

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WARRANT AGREEMENT
Warrant Agreement • November 6th, 2012 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

WARRANT AGREEMENT made as of September 19, 2012 (“Issuance Date”), between Pluristem Therapeutics Inc., a Nevada corporation (“Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability company (“Warrant Agent”).

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Mr. Zami Aberman, Chairman of Board of Directors & Chief Executive Officer
Placement Agent Agreement • June 25th, 2015 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Pluristem Therapeutics Inc. (the “Company”), that Maxim shall serve as the lead placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of (i) registered shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and (ii) warrants (the “Warrants”) to purchase shares of Common Stock (the shares of Common Stock underlying the Warrants, “Warrant Shares” and, together with the Shares and the Warrants, 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 constitutes that Maxim would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or com

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PLURISTEM THERAPEUTICS INC. 27,142,858 Shares and Warrants to purchase 27,142,858 Shares UNDERWRITING AGREEMENT
Underwriting Agreement • May 6th, 2019 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York

PLURISTEM THERAPEUTICS INC., a Nevada corporation (the “Company”), proposes to issue and sell to Ladenburg Thalmann & Co. Inc. (the “Representative”) and the other underwriters listed on Schedule I hereto (collectively, with the Representative, the “Underwriters”), pursuant to and in accordance with the terms and conditions of this underwriting agreement (the “Agreement”) in a public offering (the “Offering”), an aggregate of 27,142,858 shares (the “Shares”) of its common stock, par value $0.00001 per share (the “Common Stock”), and warrants (each whole warrant, a “Warrant”) to purchase up to an aggregate of 27,142,858 shares of Common Stock. The Shares to be sold by the Company are called the “Firm Shares.” The Firm Shares and the Warrants will be sold as units (the “Units”), with each Unit consisting of one Share and a Warrant to purchase one Share. In addition, the Company has granted to the Underwriters an option to purchase up to an additional 1,428,571 Shares as provided in Secti

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 27th, 2004 • Pluristem Life Systems Inc • Biological products, (no disgnostic substances) • New York

THIS REGISTRATION RIGHTS AGREEMENT, dated as of January ___ 2004 (this "Agreement"), is made by and between PLURISTEM LIFE SYSTEMS, INC., a Nevada corporation with headquarters located at MATAM Advanced Technology Park, Building No. 20, Haifa, Israel (the "Company"), and each entity named on a signature page hereto (each, an "Initial Investor") (each agreement with an Initial Investor being deemed a separate and independent agreement between the Company and such Initial Investor, except that each Initial Investor acknowledges and consents to the rights granted to each other Initial Investor under such agreement).

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STOCK OPTION AGREEMENT
Stock Option Agreement • December 29th, 2003 • Pluristem Life Systems Inc • Biological products, (no disgnostic substances)

PLURISTEM LIFE SYSTEMS, INC., a company incorporated pursuant to the laws of the State of Nevada, having its head office located at MATAM Advanced Technology Park, Building No. 20, Haifa, Israel 31905 (the "Company")

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 5th, 2006 • Pluristem Life Systems Inc • Biological products, (no disgnostic substances) • New York

THIS SECURITIES PURCHASE AGREEMENT, dated as of April 3, 2006 (this “Agreement”), is entered into by and between PLURISTEM LIFE SYSTEMS, INC., a Nevada corporation with headquarters located at MATAM Advanced Technology Park, Building No. 20, Haifa, Israel 31905 (the “Company”), and each individual or entity named on an executed counterpart of the signature page hereto (each such signatory is referred to as a “Buyer”) (each agreement with a Buyer being deemed a separate and independent agreement between the Company and such Buyer, except that each Buyer acknowledges and consents to the rights granted to each other Buyer [each, an “Other Buyer”] under such agreement and the Transaction Agreements, as defined below, referred to therein).

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Contract
Private Placement Subscription Agreement • February 27th, 2004 • Pluristem Life Systems Inc • Biological products, (no disgnostic substances) • Nevada

THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE "SUBSCRIPTION AGREEMENT") RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").

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WARRANT TO PURCHASE COMMON STOCK OF PLURISTEM LIFE SYSTEMS, INC. (the “Company”) VOID AFTER 17:00 p.m. N.Y. Time on the last day of the Term (as set forth in Section 1 below)
Warrant Agreement • April 27th, 2005 • Pluristem Life Systems Inc • Biological products, (no disgnostic substances)

This is to certify that, for value received, YOKIM ASSET MANAGEMENT CORP., or its registered assigns (the “Holder”) is entitled to purchase, subject to the provisions of this Warrant, from the Company an aggregate of 50,000 fully paid and non-assessable shares of the Common Stock, as adjusted from time to time as provided below (“Common Stock” and such shares, the “Warrant Shares”) of the Company, as constituted on the date hereof (the “Warrant Issue Date”), upon surrender of this Warrant and the Notice of Exercise annexed hereto, duly completed and executed on behalf of the Holder, at the principal office of the Company referred to below, and simultaneous payment therefor in lawful money of the United States, at the Exercise Price as set forth in Section 2 below. The number, character and Exercise Price of such shares of Common Stock are subject to adjustment as provided below.

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Amended and Restated Employment Agreement Duly made and executed on the date set forth in Appendix 1 By and Between Pluristem Ltd. Company number 513371666 (hereinafter the “Company”) and Yaacov (Yaky) Yanay I.D. 28621605 (hereinafter the “Employee”)...
Employment Agreement • September 10th, 2020 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances)

WHEREAS, the Employee has been employed by the Company since October 15, 2006 and the Employee and the Company seek to enter into this Employment Agreement (the “Agreement”) to set forth the terms of the Employee’s employment as the Company’s Chief Financial Officer; and

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Consulting Agreement
Consulting Agreement • February 13th, 2023 • Pluri Inc. • Biological products, (no disgnostic substances)

This Consulting Agreement (the “Agreement”) is entered into as of January 1st 2023 (the “Effective Date”) by and between Pluri Biotech Ltd., with its principal place of business at MATAM Park, Building 5, Haifa 31905 Israel (“Company”), and Mr. Zalman (Zami) Aberman, Israeli ID# 26014043 from Tel Mond, Israel (“Consultant”).

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RESTRICTED STOCK UNITS AGREEMENT
Restricted Stock Units Agreement • February 12th, 2024 • Pluri Inc. • Biological products, (no disgnostic substances)

WHEREAS on March 29, 2016, the Company duly adopted and the Compensation Committee approved the 2016 Equity Compensation Plan and on May 31, 2016, the Company’s stockholders approved the adoption of the 2016 Equity Compensation Plan, a copy of which has been made available to the Participant, forming an integral part hereof (the “Plan”); and -

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THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT...
Warrant Agreement • October 12th, 2010 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances)
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Pluristem Therapeutics Inc. STOCK OPTION AGREEMENT Made as of the _______________
Stock Option Agreement • September 23rd, 2009 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances)

WHEREAS On November 10, 2005, the Company duly adopted and the Board approved the 2005 Stock Option Plan. On January 21, 2009, the Company’s stockholders approved the adoption of the Amended and Restated 2005 Stock Option Plan, a copy of which has been made available to the Optionee, forming an integral part hereof (the “ISOP”); and –

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PLURISTEM LIFE SYSTEMS INC. INVESTORS’ RIGHTS GREEMENT
Investors' Rights Agreement • April 27th, 2005 • Pluristem Life Systems Inc • Biological products, (no disgnostic substances)

THIS INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 25th day of October, 2004, by and among Pluristem Life Systems Inc., a Nevada corporation (the “Company”) and the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” with respect to the shares of Common Stock held by it and collectively the ”Investors”).

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PLURISTEM LIFE SYSTEMS INC. COMMON STOCK AND WARRANT PURCHASE AGREEMENT
Common Stock and Warrant Purchase Agreement • April 27th, 2005 • Pluristem Life Systems Inc • Biological products, (no disgnostic substances)

This Common Stock and Warrant Purchase Agreement (this "Agreement"), dated as of October 25, 2004, between PLURISTEM LIFE SYSTEMS INC., a Nevada corporation (the "Company"), and the investors listed on Schedule A hereto, each of which is referred to herein as an “Investor” and collectively as “Investors”.

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ESCROW AGREEMENT
Escrow Agreement • April 27th, 2005 • Pluristem Life Systems Inc • Biological products, (no disgnostic substances)

PLURISTEM LIFE SYSTEMS, INC., a Nevada company, having an office at Matam Centre, Building 20, Haifa, 31905, Israel (herein called “Pluristem”)

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STOCK PURCHASE AGREEMENT (Affiliate)
Stock Purchase Agreement • July 22nd, 2003 • Pluristem Life Systems Inc • Services-prepackaged software

The Seller is the owner of 3,850,000 shares of common stock, par value $0.001 per share (the "Common Stock"), of A.I. Software, Inc. , a Nevada corporation (the "Company"); and

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