BioCorRx Inc. Sample Contracts

BIOCORRX INC. DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT
Director and Officer Indemnification Agreement • January 23rd, 2023 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • Nevada

This Director and Officer Indemnification Agreement, dated as of January 20, 2023 (the “Agreement”), is made by and between BioCorRx Inc., a Nevada corporation (the “Company”), and Harsha Murthy (the “Indemnitee”).

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SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • February 9th, 2012 • Fresh Start Private Management, Inc. • Industrial organic chemicals • Nevada

This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of October 31, 2011, is by and among Fresh Start Private Management, Inc., a Nevada corporation (the “Parent”), Fresh Start Private, Inc., a Nevada corporation (the “Company”), and the shareholders of the Company (each a “Shareholder” and collectively the “Shareholders”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 15th, 2023 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • Nevada

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 08, 2023, is entered into by and between BioCorRx Inc., a Nevada corporation, (the “Company”), and (the “Buyer”).

DIRECTOR AGREEMENT
Director Agreement • January 23rd, 2023 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • Nevada

This DIRECTOR AGREEMENT is entered into as of January 20, 2023 (the “Agreement”), by and between BioCorRx Inc., a Nevada corporation (the “Company”), and Harsha Murthy, an individual with an address of __________ the “Director”).

Contract
Common Stock Purchase Warrant • December 15th, 2023 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • Nevada

THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.

EXECUTIVE SERVICE AGREEMENT
Executive Service Agreement • June 15th, 2018 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

THIS EXECUTIVE SERVICE AGREEMENT dated as of June 13, 2018 (the “Agreement”) is by and between BioCorRx Inc., a Nevada corporation (the “Company”), and Soupface LLC [Brady Granier] (the “Executive”).

BioCorRx, Inc. Board of Directors Services Agreement
Board of Directors Services Agreement • June 15th, 2018 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

This Board of Directors Services Agreement (the “Agreement”), dated June 13, 2018 is entered into between BioCorRx, Inc., a Nevada corporation (“the Company), and Lourdes Felix an individual with a principal place of residence in Rancho Santa Margarita, California (“Director”).

Contract
Common Stock Purchase Warrant • December 14th, 2018 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.

EXECUTIVE SERVICE AGREEMENT
Executive Service Agreement • June 21st, 2016 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

THIS EXECUTIVE SERVICE AGREEMENT dated as of June 17, 2016 (the "Agreement") is by and between BioCorRx Inc., a Nevada corporation (the "Company"), and Felix Financial Enterprise LLC [Lourdes Felix] (the "Executive").

SETTLEMENT AGREEMENT
Settlement Agreement • July 18th, 2014 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • Florida

This SETTLEMENT AGREEMENT (hereinafter referred to as the "Agreement") is made and entered into this 3rd day of June, 2014, by and between BIOCORRX, INC. f/k/a FRESH START PRIVATE MANAGEMENT, INC. (hereinafter “BioCorRx”), on the one hand, and FRESH START PRIVATE FLORIDA, LLC (hereinafter “FSP-FL”) and TIMOTHY JON JACKOBOICE (hereinafter “Jackoboice”), on the other hand; BioCorRx, FSP-FL and Jackoboice may be collectively referred to herein as the “Parties”.

CONVERTIBLE DEBT EXCHANGE AGREEMENT
Convertible Debt Exchange Agreement • July 3rd, 2014 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • Nevada

This CONVERTIBLE DEBT EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of June 25, 2014 by and between BioCorRx, Inc., a Nevada corporation (the “Company”), and Bradley Gann (the “Holder”), with reference to the following facts:

Contract
License Agreement • February 2nd, 2012 • Fresh Start Private Management, Inc. • Industrial organic chemicals • California

LICENSE AGREEMENT THIS LICENSE AGREEMENT (this "Agreement") is made effective as of the September 7, 2010 (the "effective dates") BETWEEN: TRINITY Rx SOLUTIONS, LLC, Address 217-21 Rockaway Point Blvd, Breezy Point, New York, 11695 ("LICENSOR") AND FRESH START PRIVATE, INC. Address 999 N. Tustin Avenue Suite 16 Santa Ana, CA 92705 ("LICENSEE") WHEREAS A. LICENSOR has the exclusive license for Naltrexone Implant Product one which has been designed for Alcoholism. B. Licensee wishes to obtain an exclusive license from licensor to use the Naltrexone Implant which they have the rights and licensee shall exclusively use the Naltrexone Implant fir all its patients. 1. Definitions In this agreement, except in so far as the context or subject matter otherwise indicates or requires, the following terms and expressions shall have the following meanings: "Agreement" means this Agreement and the schedules hereto. "License Fee" means the fee payable to licensor for licensing licensee to use the lic

AGREEMENT FOR SERVICE THIS AGREEMENT FOR SERVICE (this "Agreement") dated this 1 st day of January, 2010
Service Agreement • February 9th, 2012 • Fresh Start Private Management, Inc. • Industrial organic chemicals • California
INTER-COMPANY LICENSE AGREEMENT
Inter-Company License Agreement • March 31st, 2023 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

This INTER-COMPANY LICENSE AGREEMENT (this “Agreement”) is entered into as of September 2, 2021, by and between BioCorRx Inc, a corporation organized and existing under the laws of the State of Nevada (“Licensor”), and BioCorRx Pharmaceuticals Inc, a corporation organized and existing under the laws of the State of Nevada (“Licensee” and, together with Licensor, the “Parties” and each individually, a “Party”).

CONVERTIBLE DEBT EXCHANGE AGREEMENT
Convertible Debt Exchange Agreement • July 3rd, 2014 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • Nevada

This CONVERTIBLE DEBT EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of June 30, 2014 by and between BioCorRx, Inc., a Nevada corporation (the “Company”), and Neil Muller (the “Holder”), with reference to the following facts:

Re: Letter of Intent: BETWEEN FRESH START PRIVATE MANAGEMENT INC. AND FRESH START PRIVATE INC.
Letter of Intent • October 13th, 2010 • Cetrone Energy CO • Industrial organic chemicals • Nevada

This binding letter of intent (the “Letter of Intent”) sets forth the understanding of the mutual intentions of the below parties regarding the proposed transaction between on the one hand, Fresh Start Private Management Inc., a Nevada corporation, (“CEYY”) and, on the other hand, Fresh Start Private Inc. a Nevada corporation (“FSP”). CEYY and FSP may be referred to hereinafter individually as a “Party” and collectively as the “Parties”.

BINDING LETTER OF INTENT
License and Distribution Agreement • January 28th, 2014 • Fresh Start Private Management, Inc. • Services-specialty outpatient facilities, nec

This letter (“Letter of Intent”) is for the purpose of securing a binding understanding between Fresh Start Private Management Inc. (“Fresh Start”) and Fresh Start NoCal, LLC (“Fresh Start NoCal”) and to serve as a basis for negotiating a further written agreement (“Agreement”) that will contain additional material terms, conditions and provisions not yet negotiated or agreed upon by the parties for a license and distribution agreement in Washington DC, Maryland, Virginia, and West Virginia (the "Territory"). The terms and conditions of the Agreement shall be as follows:

BINDING LETTER OF INTENT
License and Distribution Agreement • March 18th, 2014 • BioCorRx Inc. • Services-specialty outpatient facilities, nec

This letter (“Letter of Intent”) is for the purpose of securing a binding understanding between BioCorRx Inc. (“BioCorRx”) and a yet-to-be-formed entity that you will control (“Midwest”) and to serve as a basis for negotiating a further written agreement (“Agreement”) that will contain additional material terms, conditions and provisions not yet negotiated or agreed upon by the parties for license and distribution agreement in Oklahoma, Missouri and Minnesota (the "Territory"). The terms and conditions of the Agreement shall be as follows:

SALES AGENCY AGREEMENT
Sales Agency Agreement • March 24th, 2015 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

This SALES AGENCY AGREEMENT (the “Agreement”) is entered into effective as of March 20, 2015 by and between BioCorRx Inc. (“Company”), a Nevada Corporation with principal offices at 601 North Parkcenter Drive, Suite 103, Santa Ana, CA 92705 and Myriad Medical Marketing (“Representative”), a California Corporation with its principal place of business at 1150 El Camino Road, Suite 108, Corona, CA 92879.

INTELLECTUAL PROPERTY LICENSE AND ASSET PURCHASE AGREEMENT
Intellectual Property License and Asset Purchase Agreement • November 22nd, 2010 • Fresh Start Private Management, Inc. • Industrial organic chemicals • Washington

This Intellectual Property License and Asset Purchase Agreement (the “Agreement”) is made and entered into as of the 22nd day of November 2010 (the “Effective Date”), by and among Fresh Start Private, Inc., a Nevada corporation (“Fresh Start Private”), Neil Muller (“Muller”), and Fresh Start Private Management Inc. (“Licensee”). For the purposes of this Agreement, Fresh Start Private and Muller shall collectively be referred to as (“Licensor”).

FIRST AMENDMENT TO SENIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT
Senior Secured Convertible Note Purchase Agreement • March 9th, 2017 • BioCorRx Inc. • Services-specialty outpatient facilities, nec

This First Amendment to Senior Secured Convertible Note Purchase Agreement is made this 3rd day of March, 2017 (the “First Amendment”), by and among BioCorRx Inc., a Nevada corporation (the “Company”), and BICX Holding Company LLC (the “Purchaser”), the parties to that certain Senior Secured Convertible Note Purchase Agreement (the “Initial Agreement”), dated June 10, 2016 (the “Initial Financing”).

AMENDMENT NO. 1 TO EXECUTIVE SERVICE AGREEMENT
Executive Service Agreement • July 3rd, 2014 • BioCorRx Inc. • Services-specialty outpatient facilities, nec

This AMENDMENT NO. 1 to EXECUTIVE SERVICE AGREEMENT (“Amendment”) dated June 30, 2014 is an amendment to that certain Executive Service Agreement ("Executive Agreement") dated October 16, 2013, by and between BioCorRx, Inc., formerly known as Fresh Start Private Management, Inc, a Nevada corporation (the “Company”), and the undersigned individual, Brady Granier (the “Executive”).

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SETTLEMENT AGREEMENT AND GENERAL RELEASE
Settlement Agreement • March 22nd, 2017 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • Nevada

THIS SETTLEMENT AGREEMENT AND GENERAL RELEASE (this “Agreement”), dated March 16, 2017 (the “Effective Date”), is executed by and between BioCorRx, Inc., a Nevada corporation (the “Company”) and Lucas Hoppel. The Company and Mr. Hoppel are each respectively referred to herein as a “Party” and collectively as “the Parties.”

AGREEMENT FOR SERVICE
Service Agreement • November 4th, 2011 • Fresh Start Private Management, Inc. • Industrial organic chemicals

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the parties to this Agreement agree as follows:

AGREEMENT FOR SERVICE
Service Agreement • February 9th, 2012 • Fresh Start Private Management, Inc. • Industrial organic chemicals

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the parties to this Agreement agree as follows:

RESTATEMENT OF SUBLICENSE AGREEMENT
Sublicense Agreement • July 11th, 2014 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

This Restatement of Sublicense Agreement (the "Agreement") is entered into and made effective July 7, 2014 (the "Effective Date") between BIOCORRX, INC., whose principal place of business is at 601 Parkcenter Drive, Suite 103, Santa Ana, California 92705 (hereinafter referred to as "LICENSOR") and, Kryptonite Investments, LLC, whose principal place of business is P.O. Box 464, Brimfield, IL 61517 (hereinafter referred to as "LICENSEE”).

ADVERTISING AGREEMENT
Advertising Agreement • November 4th, 2011 • Fresh Start Private Management, Inc. • Industrial organic chemicals • California

This Advertising Agreement (this "Agreement") is made and entered into as of February 1, 2011 by and between Clear Channel Broadcasting, Inc., a Nevada corporation ("CCB") and Fresh Start Private a Nevada Corporation ("Fresh Start").

AMENDMENT TO AGREEMENT
License and Access Agreement • May 5th, 2014 • BioCorRx Inc. • Services-specialty outpatient facilities, nec

WHEREAS the parties herein previously entered into and executed a “License and Access Agreement between START FRESH ALCOHOL RECOVERY CLINIC, INC. and FRESH START PRIVATE MANAGEMENT, INC.” on or about October 2, 2013, “Agreement.” It is their mutual desire to amend Agreement for the sole purpose(s) described and contained in this Amendment. Unless specifically provided herein no other terms and/or obligations undertaken by parties in Agreement shall be altered or excused.

SECOND AMENDMENT TO SENIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT AND SENIOR SECURED CONVERTIBLE NOTE
Senior Secured Convertible Note Purchase Agreement • July 6th, 2017 • BioCorRx Inc. • Services-specialty outpatient facilities, nec

This Second Amendment to Senior Secured Convertible Note Purchase Agreement and Senior Secured Convertible Note is made this 29th day of June, 2017 (the “Second Amendment”), by and among BioCorRx Inc., a Nevada corporation (the “Company”), and BICX Holding Company LLC (the “Purchaser”), the parties to that certain Senior Secured Convertible Note Purchase Agreement, dated June 10, 2016, as first amended on March 3, 2017 (collectively, the “Initial Agreement”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 14th, 2018 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 12, 2018, is entered into by and between BioCorRx Inc., a Nevada corporation, (the “Company”), and Vista Capital Investments, LLC (the “Buyer”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 7th, 2015 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

This agreement is made between Trinity Compound Solutions Inc., a New York Corporation (“seller”), and BioCorRx Inc., a Nevada corporation (hereinafter referred to as “Buyer”).

AMENDMENT NO. 1 TO EXECUTIVE SERVICE AGREEMENT
Executive Service Agreement • July 3rd, 2014 • BioCorRx Inc. • Services-specialty outpatient facilities, nec

This AMENDMENT NO. 1 to EXECUTIVE SERVICE AGREEMENT (“Amendment”) dated June 30, 2014 is an amendment to that certain Executive Service Agreement ("Executive Agreement") dated February 28, 2013, by and between BioCorRx, Inc., formerly known as Fresh Start Private Management, Inc, a Nevada corporation (the “Company”), and the undersigned individual, Lourdes Felix (the “Executive”).

LICENCE AGREEMENT THIS LICENSE AGREEMENT (this "Agreement") is made effective as of the October 28, 2010 (the “Effective date”) (the "effective date")
License Agreement • November 18th, 2010 • Fresh Start Private Management, Inc. • Industrial organic chemicals • New York

BETWEEN: TRINITY Rx SOLUTIONS, LLC, Address 217-21 Rockaway Point Blvd, Breezy Point New York, 11695 (“LICENSOR”) AND FRESH START PRIVATE MANAGEMENT, INC, Address 11010 EAST BOUNDRY RD ELK WA 99009 WHEREAS A. LICENSOR has the exclusive license for Naltrexone Implant Product one which has been designed for Alcoholism. B. LICENSEE wishes to obtain an exclusive license from LICENSOR to use the Naltrexone Implant which they have the rights and LICENSEE shall exclusively use the Naltrexone Implant for all its patients.

LETTER OF UNDERSTANDING
Letter of Understanding • January 2nd, 2014 • Fresh Start Private Management, Inc. • Services-specialty outpatient facilities, nec

This letter shall serve as a written memorialization of the terms already expressed and agreed to in principle by the parties for the eventual transfer of TRINITY RX SOLUTIONS, LLC “Trinity” and all of its’ assets, intellectual property and contractual rights including, but not limited to the NALTREXONE IMPLANT “Implant” formula(s) created by Dr. Rowe of Australia and owned by Trinity to FRESH START PRIVATE MANAGEMENT, INC. “Fresh Start.” All parties represent, acknowledge and pledge that each possesses all rights required to perform all obligations necessary to result in Fresh Start possessing the exclusive right to market, distribute and commercially exploit the Implant without reservation or limitation.

SUBLICENSE RELEASE AGREEMENT
Sublicense Release Agreement • July 2nd, 2015 • BioCorRx Inc. • Services-specialty outpatient facilities, nec • California

This CONFIDENTIAL SUBLICENSE RELEASE AGREEMENT (this “Agreement”) pursuant to California Evidence Code §§ 1152, 1154 is entered into on this 30th day of June 2015 (the “Effective Date”) by and among BioCorRx, Inc. (“BIOCORRX”), Trinity Rx Solutions, Inc. (“TRINITY”) and Sobriety and Addiction Solutions, LLC (“SAS”) (collectively, the “parties” and individually, a “party”).

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