REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 21st, 2023 • Marizyme, Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (as amended, supplemented, restated and/or modified from time to time, this “Agreement”) is made and entered into as of November 20, 2023 among Marizyme, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
MARIZYME, INC. CLASS D COMMON STOCK PURCHASE WARRANTSecurity Agreement • February 7th, 2023 • Marizyme Inc • Pharmaceutical preparations • Florida
THIS CLASS D COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Walleye Opportunities Master Fund Ltd 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 Public Offering Date (as defined in the Securities Purchase Agreement (as defined below)) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on___________, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Marizyme, Inc., a Nevada corporation (the “Company”), a number of shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”) that is equal to the quotient of the Warrant Value as set forth above divided by the Public Offering Price (as defined below). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). For purpose of this Warran
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 2nd, 2022 • Marizyme Inc • Pharmaceutical preparations • Florida
INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of ______, 2022 by and between Marizyme, Inc., a Nevada corporation (the “Company”) and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.
COMMON STOCK PURCHASE WARRANT MARIZYME, INC.Security Agreement • November 2nd, 2022 • Marizyme Inc • Pharmaceutical preparations • Florida
This COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, Rydra Capital Corp., a corporation incorporated pursuant to the laws of British Columbia, Canada, 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 referred to above as the Initial Exercise Date (the "Initial Exercise Date") and on or prior to 5:00 p.m. (New York City time) on December 21, 2026 (the "Termination Date") but not thereafter, to subscribe for and purchase from Marizyme, Inc., a Nevada corporation (the "Company"), up to 100,000 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 • February 7th, 2023 • Marizyme Inc • Pharmaceutical preparations • Florida
This Securities Purchase Agreement (this “Agreement”) is dated as of February 6, 2023, between Marizyme, 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”).
ContractWarrant Agreement • November 21st, 2023 • Marizyme, Inc. • Surgical & medical instruments & apparatus
THIS WARRANT HAS 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 OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
ContractNote Agreement • July 31st, 2023 • Marizyme, Inc. • Pharmaceutical preparations • Nevada
THIS NOTE HAS 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 OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
SECURITY AGREEMENTSecurity Agreement • February 14th, 2022 • Marizyme Inc • Pharmaceutical preparations
SECURITY AGREEMENT (this “Agreement”), dated as of May __, 2021, by and among Marizyme, Inc., a Nevada corporation (the “Company”) and the secured parties signatory hereto (collectively, the “Secured Party”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 15th, 2021 • Marizyme Inc • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is entered into as of the 1st day of November, 2020 by and between Marizyme, Inc. a Nevada corporation (the “Company”), and Terry Brostowin (“Indemnitee”).
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • November 2nd, 2022 • Marizyme Inc • Pharmaceutical preparations • Florida
INDEPENDENT DIRECTOR AGREEMENT (this “Agreement”), dated ____________, 2022, by and between Marizyme, Inc., a Nevada corporation (the “Company”), and the undersigned (the “Director”).
MARIZYME, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 9th, 2023 • Marizyme Inc • Pharmaceutical preparations • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 27th, 2021 • Marizyme Inc • Pharmaceutical preparations • New York
PLACEMENT AGENT WARRANT MARIZYME, INC.Placement Agent Warrant • August 14th, 2020 • Marizyme Inc • Pharmaceutical preparations
THIS PLACEMENT AGENT WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, Univest Securities, LLC, 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 [______], 2020 (the “Initial Exercise Date”) and prior to 5:00 p.m. (New York time) on the date that is five (5) years following the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from MARIZYME, INC., a Nevada corporation (the “Company”), up to [_________] shares of common stock, par value $0.001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).
ContractPlacement Agent Warrant • September 5th, 2023 • Marizyme, Inc. • Pharmaceutical preparations
THIS PLACEMENT AGENT WARRANT HAS 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 OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE ISSUER.
COMMON STOCK PURCHASE WARRANTWarrant Agreement • May 2nd, 2013 • GBS Enterprises Inc • Wholesale-furniture & home furnishings • New York
THIS CERTIFIES THAT, for value received, Stephen D. Baksa, or his permitted assigns, is entitled to purchase from GBS Enterprises Incorporated, a Nevada corporation (the “Company”), at any time or from time to time during the period specified in Section 2 hereof, ONE HUNDRED THOUSAND (100,000) fully paid and nonassessable shares of the Company’s common stock (the “Common Stock”), at an exercise price per share equal to TWENTY-FIVE CENTS (USD $0.25) (the “Exercise Price”). The term “Warrant Shares,” as used herein, refers to the shares of Common Stock purchasable hereunder.
EMPLOYMENT AGREEMENTEmployment Agreement • February 25th, 2020 • Marizyme Inc • Pharmaceutical preparations • New York
This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into on February 17 2020, effective as of April 1, 2020 (the “Effective Date”) by and between Marizyme Inc.. (the “Company”) and Ralph Makar (“Executive”). The Company and Executive are hereinafter collectively referred to as the “Parties”, and individually referred to as a “Party”.
Share Purchase Agreement between vbv Vitamin B Venture GmbH Otto-Spesshardt- Strasse 16 99817 Eisenach Germany („Seller“) and GBS Enterprises Inc. c/o Sourlis Law Firm Red Bank, NJ USA, („Purchaser“) PreambleShare Purchase Agreement • May 20th, 2011 • GBS Enterprises Inc • Wholesale-furniture & home furnishings
ContractNote • August 18th, 2022 • Marizyme Inc • Pharmaceutical preparations • Nevada
THIS NOTE HAS 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 OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
MARIZYME, INC. and SECURITIES TRANSFER CORPORATION, as Warrant Agent Warrant Agent Agreement Dated as of [●], 2023 WARRANT AGENT AGREEMENTWarrant Agent Agreement • February 1st, 2023 • Marizyme Inc • Pharmaceutical preparations • New York
WARRANT AGENT AGREEMENT, dated as of [●], 2023 (“Agreement”), between Marizyme, Inc., a corporation organized under the laws of the State of Nevada (the “Company”), and Securities Transfer Corporation, a corporation organized under the laws of Texas (the “Warrant Agent”).
Share Purchase Agreement between Delta Consult LP Varna, Bulgaria („Seller“) and GBS Enterprises Inc. c/o Sourlis Law Firm Red Bank, NJ USA, („Purchaser“) PreambleShare Purchase Agreement • May 20th, 2011 • GBS Enterprises Inc • Wholesale-furniture & home furnishings
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • July 12th, 2023 • Marizyme, Inc. • Pharmaceutical preparations • Nevada
This Unit Purchase Agreement (as amended, supplemented, restated and/or modified from time to time, this “Agreement”) is entered into as of July 10, 2023, by and among Marizyme, Inc., a Nevada corporation (the “Company”), and each investor identified on Appendix A hereto (each, including its successors and assigns, an “Investor” and collectively, the “Investors”).
ContractWarrant Agreement • November 21st, 2023 • Marizyme, Inc. • Surgical & medical instruments & apparatus
THIS WARRANT HAS 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 OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
MARIZYME, INC. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • November 13th, 2019 • Marizyme Inc • Pharmaceutical preparations • New Jersey
This Incentive Stock Option Agreement (this "Agreement") is made and entered into as of July 13, 2019 by and between MARIZYME, INC., a Nevada corporation (the "Company") and Nicholas DeVito (the "Participant").
CANCELLATION AND EXCHANGE AGREEMENTCancellation and Exchange Agreement • November 21st, 2023 • Marizyme, Inc. • Surgical & medical instruments & apparatus
THIS CANCELLATION AND EXCHANGE AGREEMENT (this “Agreement”), is made and entered into as of November 20, 2023 (the “Effective Date”), between Marizyme, Inc., a Nevada corporation (the “Company”) and _______, an entity/individual (the “Creditor” and together with the Company, the “Parties”).
NOTE PURCHASE AND SECURITY AGREEMENTNote Purchase and Security Agreement • December 7th, 2012 • GBS Enterprises Inc • Wholesale-furniture & home furnishings • New York
This Note Purchase and Security Agreement is entered as of November 30, 2012, between GBS Enterprises Incorporated, a Nevada corporation (the “Company”) and Edward M. Giles, an individual having a principal residence at 17 Heights Rd. Manhasset, NY 11030 (the “Lender”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 5th, 2019 • Marizyme Inc • Pharmaceutical preparations • Nevada
This EMPLOYMENT AGREEMENT (this “Agreement”), dated 14 September 2018, 2018 (the “Effective Date”), is by and between Marizyme Inc., a Nevada C-corporation (the “Company”) and Michael K. Handley (the “Executive”).
GUARANTYGuaranty • February 14th, 2022 • Marizyme Inc • Pharmaceutical preparations • New York
GUARANTY (the “Guaranty”), dated as of May [ ], 2021, by among the guarantors signatory hereto (individually, a “Guarantor” and collectively, the “Guarantors”) in favor of the lenders signatory hereto (collectively, the “Lender”).
SUBSIDIARY STOCK PURCHASE AGREEMENTSubsidiary Stock Purchase Agreement • April 26th, 2010 • Swav Enterprises Ltd. • Wholesale-furniture & home furnishings
This SUBSIDIARY STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 26, 2010, between SWAV Enterprises Ltd., a Nevada corporation (the “Company”), and Pui Shan Lam (the “Purchaser”).
DIRECTOR AGREEMENTDirector Agreement • March 5th, 2019 • Marizyme Inc • Pharmaceutical preparations • Nevada
THIS DIRECTOR AGREEMENT (this “Agreement”) is made and entered into this effective as of this _6th_ day of December 2018 (the “Effective Date”), by and between MARIZYME, INC., a Nevada corporation (the “Company”) and Terry Brostwin, an individual (the “Director”).
CANCELLATION AND EXCHANGE AGREEMENTCancellation and Exchange Agreement • June 5th, 2023 • Marizyme, Inc. • Pharmaceutical preparations
THIS CANCELLATION AND EXCHANGE AGREEMENT (this “Agreement”), is made and entered into as of May 30, 2023 (the “Effective Date”), between MARIZYME, INC., a Nevada corporation (the “Company”) and HEXIN GLOBAL LTD., an entity (the “Holder” and together with the Company, the “Parties”).
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • November 21st, 2023 • Marizyme, Inc. • Surgical & medical instruments & apparatus • Nevada
This Unit Purchase Agreement (as amended, supplemented, restated and/or modified from time to time, this “Agreement”) is entered into as of November 20, 2023, by and among Marizyme, Inc., a Nevada corporation (the “Company”), and each investor identified on Appendix A hereto (each, including its successors and assigns, an “Investor” and collectively, the “Investors”).
NON-AFFILIATE STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 7th, 2010 • Swav Enterprises Ltd. • Wholesale-furniture & home furnishings • Nevada
STOCK PURCHASE AGREEMENT, dated as of April 26, 2010 (this “Agreement”), by and between the person designated as the Purchaser on the signature page hereto (the “Purchaser”) and the person designated as the Selling Stockholder on the signature page hereto (the “Selling Stockholder,” and together with the Purchaser, the “Parties” or “parties”).
WAIVER AND CONSENTWaiver and Consent • October 12th, 2023 • Marizyme, Inc. • Pharmaceutical preparations
This WAIVER AND CONSENT (this “Waiver and Consent”) is made and entered into as of July 21, 2023 by and between Marizyme, Inc., a Nevada corporation (the “Company”) and Alessandro Solimeo, an individual (the “Investor”).
ACQUISITION AGREEMENT AMENDMENTAcquisition Agreement • April 9th, 2012 • GBS Enterprises Inc • Wholesale-furniture & home furnishings
This ACQUISITION AGREEMENT AMENDMENT is entered into and made effective as of the 30th day of November, 2011 (the “Amendment Date”) by and between GBS Enterprises, Inc., a Nevada Corporation (“GBS” or “Buyer”); SD Holdings Ltd., a Mauritius Corporation (“SYN”), having an office at 608 St. James Court, St. Denis Street, Port Louis, Mauritius; and the shareholders of SYN (“SHR”), owning 100% of issued and outstanding shares of SYN (combined as the “Seller” and represented by Madan S. Kumar, the SHR Representative) as an Amendment to the Acquisition Agreement signed by the Parties effective the 27th day of September 2011.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • November 20th, 2012 • GBS Enterprises Inc • Wholesale-furniture & home furnishings • New York
This Note Purchase Agreement is entered as of November 14, 2012, between GROUP Business Software AG, a German public company (the “Company”) and GBS Enterprises Incorporated, a Nevada company (the “Lender”).
