FORM OF COMMON STOCK PURCHASE WARRANT To Purchase [Number of Shares Underlying Warrant] Shares of Common Stock of SRKP 16, Inc.SRKP 16 Inc • November 26th, 2007
THIS COMMON STOCK PURCHASE WARRANT CERTIFIES that, for value received, [Name of Investor] (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 earlier of (i) ten years from the Initial Exercise Date or (ii) five years from the date the Company (as defined below) consummates a merger or other business combination with an operating business or any other event pursuant to which the Company ceases to be a “shell company,” as defined by Rule 12b-2 under the Securities Exchange Act of 1934 and a “blank check company,” as defined by Rule 419 of the Securities Act (the “Termination Date”) but not thereafter, to subscribe for and purchase from SRKP 16, Inc., a Delaware corporation (the “Company”), up to [Number of Shares Underlying Warrant] shares (the “Warrant Shares”) of the Company’s common stock, par
FORM OF WARRANT PURCHASE AGREEMENTForm of Warrant Purchase Agreement • November 26th, 2007 • SRKP 16 Inc • Delaware
THIS WARRANT PURCHASE AGREEMENT (this “Agreement”) entered into as of the 3rd day of January, 2007, by and between SRKP 16, Inc., a Delaware corporation with an address at 4737 North Ocean Drive, Suite 207, Lauderdale by the Sea, FL 33308 (the “Company”) and [Name of Investor], an individual with an address at [Address of Investor] (the “Purchaser”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • November 26th, 2007 • SRKP 16 Inc • Delaware
AGREEMENT entered into as of the 3rd day of January, 2007, by and between SRKP 16, Inc., a Delaware corporation with an address at 4737 North Ocean Drive, Suite 207, Lauderdale by the Sea, FL 33308 (the “Company”) and [Name of Investor], an individual with an address at [Address of Investor] (the “Purchaser”).
STOCK PURCHASE WARRANT To Purchase _______________ Shares of Common Stock of SRKP 16, INC.SRKP 16 Inc • January 18th, 2012 • Blank checks
THIS CERTIFIES that, for value received, _________________________________, or assigns (the "Holder"), is entitled, upon the terms and subject to the conditions hereinafter set forth, at any time on or after the date of issuance of this Warrant (the "Initial Exercise Date") and on or prior to the close of business on ________________ [five years from the date of issuance] (the "Termination Date") unless sooner terminated in accordance with the Agreement as hereinbelow defined but not thereafter, to subscribe for and purchase from SRKP 16, Inc., a Delaware corporation (the "Company"), up to ______________________________ (_______________) shares (the "Warrant Shares") of Common Stock, $.001 par value per share of the Company (the "Common Stock"). The purchase price of one share of Common Stock (the "Exercise Price") under this Warrant shall be $1.50. The Exercise Price and the number of shares for which the Warrant is exercisable shall be subject to adjustment as provided herein.
EMPLOYMENT AGREEMENTEmployment Agreement • April 20th, 2012 • SRKP 16 Inc • Blank checks
This Employment Agreement (the “Agreement”) is made by and between Arrogene NanoTechnology, Inc., a California corporation (the “Company”), and Eggheard Holler (“Executive”) and entered into at Los Angeles, California, effective as of July 21, 2011 (“the Effective Date”).
AMENDMENT TO LICENSE AGREEMENTLicense Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks
THIS FIRST AMENDMENT TO LICENSE AGREEMENT (this "Amendment") is made and entered into as of December 8, 2010 ("Effective Date"), by and between Cedars-Sinai Medical Center, a California nonprofit public benefit corporation ("CSMC"), and ArrogeneNano Technologies, Inc., a California corporation ("ANTI"). under the following circumstances:
SHARE AND WARRANT CANCELLATION AGREEMENTShare and Warrant Cancellation Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks • Delaware
THIS SHARE AND WARRANT CANCELLATION AGREEMENT (this “Agreement”) is made and entered into as of this _____ day of ___________, 2011, by and between SRKP 16, Inc., a Delaware corporation (“SRKP 16”), and the stockholders of SRKP 16, as set forth on Schedule I attached hereto (such stockholders are collectively referred to herein as the “Stockholders”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Reorganization Agreement (as hereinafter defined).
CEDAR-SINAI MEDICAL CENTER Academic AffairsSRKP 16 Inc • July 24th, 2012 • Blank checks
AMENDED AND RESTATED AGREEMENTAnd Restated Agreement • April 21st, 2016 • Arrogene, Inc • Blank checks • California
THIS AMENDED AND RESTATED AGREEMENT, dated as of March 31, 2016, is made and entered into by and between ARROGENE, INC., a Delaware corporation ("Company" or “Employer”) and JACK KAVANAUGH ("Consultant"). For the definition of certain terms used in this Agreement, see Section 6 below.
FOURTH AMENDMENT TO LICENSE AGREEMENTLicense Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks
THIS FOURTH AMENDMENT TO LICENSE AGREEMENT (this “Amendment”) is made and entered into as of October __, 2011 (“Amendment Effective Date”), by and between Cedars-Sinai Medical Center, a California nonprofit public benefit corporation (“CSMC”), and Arrogene Nanotechnology, Inc., a California corporation (“ANTI”), under the following circumstances:
AGREEMENT AND PLAN OF REORGANIZATION Dated as of July 18 2011 between ARROGENE NANOTECHNOLOGY, INC. and SRKP 16, INC.Agreement and Plan of Reorganization • October 25th, 2011 • SRKP 16 Inc • Blank checks • Colorado
THIS AGREEMENT ("Agreement") is made and entered into effective this 18th of July, 2011, by and between ARROGENE NANOTECHNOLOGY, INC., a California corporation ("Arrogene") and SRKP 16, INC., a Delaware corporation (“SRKP”).
ContractEscrow Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks
ARROGENE NANOTECHNOLOGY, INC. 5777 West Century Blvd # 360B Los Angeles, CA 90045 SRKP 16, INC. 4737 North Ocean Drive, Suite 207 Lauderdale by the Sea, FL 33308
THIRD AMENDMENT TO LICENSE AGREEMENTLicense Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks
THIS THIRD AMENDMENT TO LICENSE AGREEMENT (this “Amendment”) is made and entered into as of August 31, 2011 (“Amendment Effective Date”), by and between Cedars-Sinai Medical Center, a California nonprofit public benefit corporation (“CSMC”), and Arrogene Nanotechnology, Inc., a California corporation (“ANTI”), under the following circumstances:
AGREEMENTAgreement • January 21st, 2016 • Arrogene, Inc • Blank checks • California
THIS AGREEMENT, dated as of January 14, 2016, is made and entered into by and between ARROGENE, INC., a Delaware corporation ("Company" or “Employer”) and JACK KAVANAUGH ("Consultant"). For the definition of certain terms used in this Agreement, see Section 6 below.
SECOND AMENDMENT TO LICENSE AGREEMENTLicense Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks
THIS SECOND AMENDMENT TO LICENSE AGREEMENT (this “Amendment”) is made and entered into as of June ___, 2011 (“Amendment Effective Date”), by and between Cedars-Sinai Medical Center, a California nonprofit public benefit corporation (“CSMC”), and Arrogene Nanotechnology, Inc., a California corporation (“ANTI”), under the following circumstances:
ContractEscrow Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks
ARROGENE NANOTECHNOLOGY, INC. 5777 West Century Blvd # 360B Los Angeles, CA 90045 SRKP 16, INC. 4737 North Ocean Drive, Suite 207 Lauderdale by the Sea, FL 33308
CONSULTING SERVICES AGREEMNETConsulting Services Agreemnet • January 18th, 2012 • SRKP 16 Inc • Blank checks • California
This letter agreement, (the “Agreement”) states the terms of a Consulting Services Agreement executed by and between TECHNICAL MANAGEMENT CONSULTANTS (“TMC”) and Arrogene NanoTechnology, Inc. a California corporation, including its respective subsidiaries and affiliates (the “Company”). For ease of reference, TMC and the Company are collectively referred as “the Parties” herein.
PLACEMENT AGENT AGREEMENT July 18, 2011Placement Agent Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks • Colorado
WestPark Capital, Inc. and GVC Capital LLC (the "Placement Agents"), hereby confirm their agreement with Arrogene NanoTechnology, Inc. (“Arrogene”) and SRKP 16, Inc. (“SRKP”)(Arrogene and SRKP will sometimes be referred to as the "Companies”) as follows:
SIXTH AMENDMENT TO LICENSE AGREEMENTLicense Agreement • May 12th, 2016 • Arrogene, Inc • Blank checks
THIS SIXTH AMENDMENT TO LICENSE AGREEMENT (this “Amendment”) is made and entered into as of May 4, 2016 (“Amendment Effective Date”), by and between Cedars-Sinai Medical Center, a California nonprofit public benefit corporation (“CSMC”), and Arrogene Nanotechnology, Inc., a California corporation (“ANTI”), under the following circumstances:
ESCROW AGREEMENTEscrow Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks • Colorado
This Escrow Agreement (this “Agreement”) is entered into as of July 18, 2011, by and among SRKP 16, Inc., a Delaware corporation (“SRKP”), Arrogene NanoTechnology, Inc. (“Arrogene”) (SRKP and Arrogene are sometimes referred to herein as the “Companies”), GVC Capital LLC, a Colorado limited liability company, and WestPark Capital, Inc., a California corporation (“Placement Agents”), and Steele Street Bank & Trust (in its capacity as escrow holder, the “Escrow Agent”).
ContractEscrow Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks
ARROGENE NANOTECHNOLOGY, INC. 5777 West Century Blvd # 360B Los Angeles, CA 90045 SRKP 16, INC. 4737 North Ocean Drive, Suite 207 Lauderdale by the Sea, FL 33308
AGREEMENTAgreement • May 19th, 2016 • Arrogene, Inc • Blank checks • California
THIS AGREEMENT, effective as of the date provided for herein, is made and entered into by and between ARROGENE, INC., a Delaware corporation ("Company") and LARRY A. COUTURE CONSULTING, LLC, a California limited liabililty company ("Consultant"). For the definition of certain terms used in this Agreement, see Section 6 below.
IMPORTANT: PLEASE READ CAREFULLY BEFORE SIGNING. SIGNIFICANT REPRESENTATIONS ARE CALLED FOR HEREIN. SUBSCRIPTION AGREEMENT and LETTER OF INVESTMENT INTENT and LOCK-UP AGREEMENTSubscription Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks
This agreement is made in connection with the proposed reorganization and share exchange between Arrogene Nanotechnology, Inc. (“Arrogene”) and SRKP 16, Inc. (“SRKP”) pursuant to an Agreement and Plan of Reorganization dated July 18, 2011 (the “Reorganization Agreement”) between Arrogene and SRKP, whereby SRKP will issue to Arrogene shareholders one (i) share of its common stock in exchange for each of the outstanding common stock of Arrogene. The Agreement and Plan of Reorganization has been approved by the shareholders of Arrogene. Arrogene and SRKP shall be referred to herein as the “Company”).
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • January 18th, 2012 • SRKP 16 Inc • Blank checks • California
THIS EXCLUSIVE LICENSE AGREEMENT (“Agreement”) is entered into as of December 23, 2009, and shall be effective as of the date specified in Section 2.7 hereof (“Effective Date”) by and between CEDARS-SINAI MEDICAL CENTER, a California nonprofit public benefit corporation (“CSMC”), with offices at 8700 Beverly Boulevard, Los Angeles, California 90048-1865, and Arrogene NanoTechnology, Inc., a California corporation (“Licensee”), with its principal mailing address c/o David R. Altshuler, Esq., 15332 Antioch Street #840, Pacific Palisades, California 90272.
