Oramed Pharmaceuticals Inc. Sample Contracts

COMMON STOCK PURCHASE WARRANT ORAMED PHARMACEUTICALS inc.
Common Stock Purchase Warrant • February 28th, 2020 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • 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 on or after the Initial Exercise Date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March ____, 20232 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Oramed Pharmaceuticals Inc., a Delaware corporation (the “Company”), up to ______ 3 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 being issued by the Company as of the date hereof pursuant to the Underwriting Agreement.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 4th, 2021 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of [•], 2021, between Oramed Pharmaceuticals 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 AGREEMENT
Registration Rights Agreement • September 26th, 2023 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

The undersigned hereby provides the following information to the Company and represents and warrants that such information is accurate:

INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 9th, 2024 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of ____________ between Oramed Pharmaceuticals Inc., a Delaware corporation (the “Company”), and __________ (“Indemnitee”).

COMMON STOCK PURCHASE WARRANT oramed pharmaceuticals Inc.
Common Stock Purchase Warrant • July 1st, 2015 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

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. Eastern Time on the three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Oramed Pharmaceuticals 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).

COMMON STOCK PURCHASE WARRANT To Purchase [_________] Shares of Common Stock of ORAMED PHARMACEUTICALS INC.
Securities Agreement • March 25th, 2011 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [NAME OF HOLDER] (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 fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Oramed Pharmaceuticals Inc. a Nevada corporation (the “Company”), up to [___________] shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (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 2(b).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 5th, 2017 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of August 30, 2016 between Oramed Pharmaceuticals Inc., a Delaware corporation (the “Company”), and Kevin Rakin (“Indemnitee”).

ORAMED PHARMACEUTICALS, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 22nd, 2009 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • Nevada

INDEMNIFICATION AGREEMENT, dated as of April 19, 2009 (“Agreement”), by and between ORAMED PHARMACEUTICALS, INC., a Nevada corporation (the “Company”), and Yifat Zommer (“Indemnitee”).

STRICTLY CONFIDENTIAL
Exclusive Agency Agreement • November 4th, 2021 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York
PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • December 26th, 2013 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

The undersigned, Oramed Pharmaceuticals Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Oramed Pharmaceuticals, Inc., the "Company"), hereby confirms its agreement (this "Agreement") with Aegis Capital Corp as placement agent (the "Placement Agent") as follows:

ORAMED PHARMACEUTICALS INC. equity distribution AGREEMENT
Equity Distribution Agreement • July 15th, 2021 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 5th, 2018 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July 2, 2018, between Oramed Pharmaceuticals 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”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 14th, 2024 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of ____________ between Oramed Pharmaceuticals Inc., a Delaware corporation (the “Company”), and __________ (“Indemnitee”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 26th, 2013 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of December 24, 2013, between Oramed Pharmaceuticals 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”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 7th, 2008 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

THIS AGREEMENT is made this 1st day of May, 2008 by and between ORAMED Ltd., a company incorporated under the laws of the State of Israel, , with an address at 2 Elza Street, Jerusalem, Israel 93706 (the ”Company”) and Chaime Orlev, an individual residing at, 10 Hameysdim, st Kiryat Ono, Israel , Israel (the ”Executive”).

5,250,000 SHARES ORAMED PHARMACEUTICALS INC. COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • February 28th, 2020 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

Oramed Pharmaceuticals Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule V hereto (the “Underwriters”), for whom National Securities Corporation is acting as representative (the “Representative”), an aggregate of 5,250,000 authorized but unissued shares (the “Firm Shares”) of the Company’s common stock, $0.012 par value per share (the “Common Stock”), and, at the election of the Underwriters, upon the terms and conditions stated herein, up to 787,500 additional shares (the “Additional Shares”) of Common Stock solely to cover over-allotments, if any (the Firm Shares and the Additional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called the “Securities”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 12th, 2012 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware

This Securities Purchase Agreement (this "Agreement") is dated as of November ___, 2012, among Oramed Pharmaceuticals Inc., a Delaware corporation (the "Company"), and the investors identified on the signature page hereto (each, an "Investor" and collectively the “Investors”).

At-the-Market Issuance Sales Agreement
At-the-Market Issuance Sales Agreement • April 3rd, 2015 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

Oramed Pharmaceuticals Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”), with MLV & Co. LLC (“MLV”), as follows:

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 5th, 2015 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 5, 2015, between Oramed Pharmaceuticals 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”).

STOCK OPTION AGREEMENT
Stock Option Agreement • November 28th, 2006 • Oramed Pharmaceuticals Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
Employment Agreement
Employment Agreement • March 6th, 2023 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

This Employment Agreement is made effective as of the 1st day of November 2022, by and between Nadav Kidron, an individual residing in Jerusalem, Israel (the “Executive”), and ORAMED Ltd., a company incorporated under the laws of the State of Israel, with an address at 20 Mamilla Ave., Jerusalem, Israel (the “Company”).

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CLINICAL TRIAL AGREEMENT
Clinical Trial Agreement • December 21st, 2012 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

This Agreement is entered into as of September 11, 2011 by and between HADASIT MEDICAL RESEARCH SERVICES AND DEVELOPMENT LIMITED, a company duly incorporated under the laws of Israel, of P.O. Box 12000, Jerusalem 91120, (hereinafter: “Hadasit” or the “Institution”) and Dr. Daniel Schurr and Dr. Miriam Kidron (the ”Investigator”) on one hand and Oramed Ltd., a corporation organized under the laws of the state of Delaware, with its registered office located at 2/5 Hi-Tech Park Givat-Ram P.O. Box 39098, Jerusalem 91390, (hereinafter: “Sponsor”), on the other hand.

STRICTLY CONFIDENTIAL
Engagement Agreement • July 5th, 2018 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

This amended and restated letter agreement (this “Agreement”), which amends and restates in its entirety that certain engagement letter, dated as of June 28, 2018, entered into by the parties hereto, constitutes the agreement between Oramed Pharmaceuticals Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”) that Wainwright shall serve as the U.S. exclusive agent, advisor or underwriter in any offering (each, an “Offering”) of securities of the Company (“Securities”) during the Term (as defined below) of this Agreement. The terms of each Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and Wainwright and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright’s assistance in an Offering will be subject to the satisfactory completion of such investigation an

EMPLOYMENT AGREEMENT
Employment Agreement • November 27th, 2019 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

THIS AGREEMENT is made this 18th day of August, 2019 by and between ORAMED Ltd., a company incorporated under the laws of the State of Israel, with an address at 2/4 High Tech Park, Givat Ram, Jerusalem, Israel 91390 (the “Company”) and Joshua Hexter I.D. no. 317759470 an individual residing at, Alfasi 9, Jerusalem, Israel (the “Executive”).

Amended and Restated Employment Agreement
Employment Agreement • July 21st, 2017 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

This Amended and Restated Employment Agreement is entered into as of this 20th day of July 2017, by and between Hilla Eisenberg, an individual residing at Tel-Aviv, Israel (the “Executive”), and ORAMED Ltd., a company incorporated under the laws of the State of Israel, with an address at Hi-Tech Park 2/4 Givat Ram, Jerusalem, Israel 91390 (the ”Company”).

AGREEMENT
Research and Development • January 13th, 2009 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

This Agreement (the “Agreement”) is effective as of this 7th day of January, 2009 (the “Effective Date”) by and between, Oramed Pharmaceuticals Inc., a company established under the laws of the state of Navada with offices at 2/5 High Tech Park, Givat Ram Jerusalem, Israel (“OraMed”), and Hadasit Medical Research Services and Development Ltd. an Israeli Company with offices at P.O.B 12000, Jerusalem, 91120 Israel (the “Hadasit”).

FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • August 10th, 2023 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

THIS FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”) is made as of August 9, 2023, by and between Sorrento Therapeutics, Inc., a Delaware corporation (the “Seller”), and Oramed Pharmaceuticals Inc., a Delaware corporation (the “Purchaser”). Capitalized terms used herein without definition shall have the meaning ascribed to such terms in the Stock Purchase Agreement.

Patent Transfer Agreement
Patent Transfer Agreement • March 25th, 2011 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

This Patent Transfer Agreement (this “Agreement”), made and entered into as of the 22nd day of February, 2011 and effective on the date of the Closing (as defined below) (the “Effective Date”), by and between Oramed Ltd., a company organized under the laws of the State of Israel with principal offices at Hi-Tech Park 2/5 Givat-Ram, PO Box 39098, Jerusalem 91390, Israel (“Oramed”), and Entera Bio Ltd., a company organized under the laws of the State of Israel with principal offices at Avishai 3 Jerusalem 93149, Israel, ("Entera"; Oramed and Entera shall be referred to individually as a "Party" and together as the "Parties")

October 8, 2024 Scilex Holding Company
Senior Secured Promissory Note • October 8th, 2024 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 26th, 2023 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 21, 2023, between Scilex Holding Company, a Delaware corporation (the “Company”), Oramed Pharmaceuticals, Inc., a Delaware corporation as the initial purchaser (the “Initial Purchaser”), and the Agent.

AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • October 8th, 2024 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations

This AMENDED AND RESTATED SECURITY AGREEMENT, dated as of October 8, 2024 (this “Agreement”), is among Scilex Holding Company, a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (such subsidiaries, the “Grantors” and together with the Company, the “Debtors”) and Acquiom Agency Services LLC, a Colorado limited liability company, as the collateral agent (the “Agent”) for the holders of the Company’s (a) Senior Secured Note Due March 21, 2025, in the original aggregate principal amount of $101,875,000.00 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Tranche A Note”) and all Additional Notes (as defined in the Tranche A Note and collectively with the Tranche A Note, the “Tranche A Notes”) and (b) Tranche B Senior Secured Convertible Promissory Notes due October 8, 2026, in an aggregate principal amount of $50,000,000.00 (as amended, restated, amended and restated, supplemented or otherwise modified

Contract
Private Placement Subscription Agreement • June 18th, 2007 • Oramed Pharmaceuticals Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Nevada

THIS PRIVATE PLACEMENT 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").

CLINICAL RESEARCH ORGANIZATION SERVICES AGREEMENT By and Between Oramed Ltd. and Integrium, LLC Effective Date: January 15, 2020
Clinical Research Organization Services Agreement • September 18th, 2020 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware

Oramed Ltd. (“Sponsor”), an Israeli company, with principal offices at Hi-Tech Park 2/4 Givat-Ram, P.O. Box 39098, Jerusalem, 91390, Israel and Integrium, LLC, (“Integrium”), a California limited liability company, located at 14351 Myford Road, Suite A, Tustin, California, 92780, hereby agree as follows:

Amended and Restated Consulting Agreement
Consulting Agreement • November 26th, 2008 • Oramed Pharmaceuticals Inc. • Pharmaceutical preparations • New Jersey

This Amended and Restated Consulting Agreement (this “Agreement”) is entered into as of this 1st day of May 2008, by and between Mr. Ehud Arbit, M.D., residing at 166 Elm Road, Englewood NJ (“Consultant”), and Oramed Pharmaceuticals Inc., a Nevada corporation (the “Company”).

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