COMMON STOCK PURCHASE WARRANT PREDICTIVE ONCOLOGY INC.Predictive Oncology Inc. • May 18th, 2022 • Orthopedic, prosthetic & surgical appliances & supplies
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 [___] [SIX MONTHS AFTER THE ISSUE DATE] (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________[1] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Predictive Oncology 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 18th, 2022 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 16, 2022, between Predictive Oncology 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 AGREEMENTRegistration Rights Agreement • February 22nd, 2021 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 18, 2021, between Predictive Oncology Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
UNDERWRITING AGREEMENT between SKYLINE MEDICAL INC. and DAWSON JAMES SECURITIES, INC., as Representative of the Several Underwriters SKYLINE MEDICAL INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 10th, 2018 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
The undersigned, Skyline Medical Inc., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with Dawson James Securities, Inc. (the “Representative”) and with the other underwriters named on Schedule 1 hereto, if any, for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
COMMON STOCK PURCHASE WARRANT PREDICTIVE ONCOLOGY INC.Common Stock Purchase Warrant • June 16th, 2021 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies
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 Authorized Share Increase Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the date that is the 3 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Predictive Oncology Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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 • May 18th, 2022 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 16, 2022, between Predictive Oncology 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”).
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 10th, 2018 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
WARRANT AGENCY AGREEMENT, dated as of January 9, 2018 (“Agreement”), between Skyline Medical Inc., a Delaware corporation (the “Company”), and Corporate Stock Transfer, Inc. (the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 29th, 2017 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 28, 2017, is by and among Skyline Medical Inc., a Delaware corporation (the “Company”), and the undersigned buyer (the “Buyer”).
STRICTLY CONFIDENTIAL Predictive Oncology Inc.Letter Agreement • May 18th, 2022 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 10th, 2017 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
WARRANT AGENCY AGREEMENT, dated as of [______], 2017 (“Agreement”), between Skyline Medical Inc., a Delaware corporation (the “Company”) and Corporate Stock Transfer, Inc. (the “Warrant Agent”).
COMMON STOCK PURCHASE WARRANT PREDICTIVE ONCOLOGY INC.Predictive Oncology Inc. • April 6th, 2020 • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the funding of that certain senior secured convertible promissory note dated February 5, 2020, in the original principal amount of up to $1,450,000.00 by the Company (as defined below) to the Lender (as defined below)) (the “Note”), Oasis Capital, LLC, a Puerto Rico limited liability company (the “Lender” and including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time during the Exercise Period, to purchase from Predictive Oncology, Inc., a Delaware corporation (the “Company”), up to 92,700 shares of Common Stock (as defined below) (the “Warrant Shares”) at the Exercise Price per share then in effect. The number of Warrant Shares for which this Warrant may be exercised is subject to adjustment in accordance with the terms hereof. This Warrant is issued by
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 16th, 2020 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 15, 2020, between Predictive Oncology Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT PREDICTIVE ONCOLOGY INC.Predictive Oncology Inc. • June 26th, 2020 • Orthopedic, prosthetic & surgical appliances & supplies • 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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Predictive Oncology 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).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 10th, 2019 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This letter (this “Agreement”) constitutes the agreement between Predictive Oncology Inc., a Delaware corporation (the “Company”), Dawson James Securities, Inc. (“Dawson”), and Paulson Investment Company, LLC (“Paulson”, and together with Dawson, the “Placement Agents”) pursuant to which Dawson and Paulson shall serve as the exclusive co-placement agents (the “Services”) for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that the Placement Agents’ obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by the Placement Agents to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of the Placement Agents placing the Securities.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 30th, 2016 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This letter (this “Agreement”) constitutes the agreement between Skyline Medical, Inc., a Delaware corporation (the “Company”) and Dawson James Securities, Inc. (“Dawson” or the “Placement Agent”) pursuant to which Dawson shall serve as the exclusive placement agent (the “Services”) for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that Dawson’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Dawson to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Dawson placing the Securities.
FORM OF REGISTRATION RIGHTS AGREEMENT]Registration Rights Agreement • July 24th, 2014 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of July 23, 2014, between Skyline Medical Inc., a Delaware corporation (the “Company”), and [●], a New York limited liability company (the “Investor”).
SECURITY AGREEMENTSecurity Agreement • February 7th, 2020 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS SECURITY AGREEMENT (this “Agreement”), dated as of February 5, 2020, is by and between PREDICTIVE ONCOLOGY INC., a Delaware corporation (the “Grantor”), and OASIS CAPITAL, LLC, a Puerto Rico limited liability company (the “Secured Party”).
FORM OF SECURITIES PURCHASE AGREEMENT]Securities Purchase Agreement • July 24th, 2014 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Illinois
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made as of the 23rd day of July, 2014 by and between Skyline Medical Inc., a Delaware corporation (the “Company”), and [●], a New York limited liability company (the “Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 25th, 2019 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Kansas
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 24, 2019 (the “Execution Date”), is entered into by and between PREDICTIVE ONCOLOGY INC., a Delaware corporation (the “Company”), and OASIS CAPITAL, LLC, a Puerto Rico limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Equity Purchase Agreement by and between the parties hereto, dated as of the Execution Date (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
SKYLINE MEDICAL INC. WARRANT AGENCY AGREEMENTWarrant Agency Agreement • November 26th, 2014 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) made as of [·], 2014 (the “Issuance Date”), between Skyline Medical Inc., a Delaware corporation, with offices at 2915 Commers Drive, Suite 900, Eagan, MN 55121 (the “Company”), and Corporate Stock Transfer, Inc., a Colorado corporation, with offices at 3200 Cherry Creek Drive South – Suite 430, Denver, CO 80209 (“Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 7th, 2020 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 5, 2020, (the “Execution Date”), is entered into by and between PREDICTIVE ONCOLOGY INC., a Delaware corporation (the “Company”), and OASIS CAPITAL, LLC, a Puerto Rico limited liability company (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 5th, 2014 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This SECURITIES PURCHASE AGREEMENT, including additional securities purchase agreement that may be executed pursuant to which preferred shares will be purchased (each such closing referred to herein as this “Agreement”) is made and entered into as of February 4, 2014 by and among Skyline Medical Inc., a Delaware corporation (the “Company”), and the purchasers listed on Schedule I hereto (each a “Purchaser” and together the “Purchasers”). Certain terms used and not otherwise defined in the text of this Agreement are defined in Section 11 hereof.
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • October 25th, 2019 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Kansas
THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of October 24, 2019 (the “Execution Date”), by and between Predictive Oncology Inc., a Delaware corporation (the “Company”), and Oasis Capital, LLC, a Puerto Rico limited liability company (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 21st, 2012 • BioDrain Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made as of the later date set forth on the signature pages hereto, by and among BioDrain Medical, Inc., a Minnesota corporation (the “Company”), and the purchaser whose name and address are set forth on the signature page annexed hereto (the “Purchaser”). The foregoing parties are sometimes referred to hereinafter individually as a “Party” or collectively as the “Parties.”
PREDICTIVE ONCOLOGY INC. Common Stock (par value $0.01 per share) ATM Sales AgreementPredictive Oncology Inc. • May 6th, 2024 • Orthopedic, prosthetic & surgical appliances & supplies • New York
Predictive Oncology Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Agent”) as follows:
BioDrain Medical, Inc. MEDICAL ADVISORY BOARD WARRANT AGREEMENTBoard Warrant Agreement • November 12th, 2008 • BioDrain Medical, Inc.
This Advisoiy Board Warrant Agreement is made and entered as of the 31 day of August, 2005 (the Agreement Date”) by and between BioDrain Medical, Inc., a Minnesota corporation (“Company”) and Medical Advisory Board member David D. Feroe (the “Warrantee”) as consideration for Board membership..
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among PRECISION THERAPEUTICS INC., Helomics Acquisition, Inc., HELOMICS HOLDING CORPORATION and GERALD J. VARDZEL, JR., AS STOCKHOLDER REPRESENTATIVE Dated as of October 22, 2018Agreement and Plan of Merger • October 30th, 2018 • Precision Therapeutics Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of October 22, 2018, by and among Precision Therapeutics, Inc., f/k/a Skyline Medical Inc., a Delaware corporation (“Parent”), Helomics Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Helomics Holding Corporation, a Delaware corporation (the “Company”), and Gerald J. Vardzel, Jr., in his capacity as Stockholder Representative (“Stockholder Representative”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • November 8th, 2012 • BioDrain Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This Note Purchase Agreement (the “Agreement”) is made and entered into as of November 6, 2012 by and among BioDrain Medical, Inc., a Minnesota corporation (the “Company”), and Dr. Samuel Herschkowitz or his designees (the “Purchaser”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 29th, 2017 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
Warrants to be issued to Buyer at Closing: for no additional consideration, 5.5 year warrants to acquire one share of Common Stock for every two shares of Common Stock that the Series C Preferred Shares are convertible into.
PREDICTIVE ONCOLOGY INC. NON-QUALIFIED STOCK OPTION AGREEMENT (Executive)Non-Qualified Stock Option Agreement • March 31st, 2022 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This STOCK OPTION AGREEMENT (the “Agreement”) is made and entered into effective as of [●] between Predictive Oncology Inc., a Delaware corporation (the “Company”) and [●] (“Employee”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 28th, 2023 • Predictive Oncology Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Minnesota
This Amended and Restated Employment Agreement (“Agreement”) made and entered into on February 23, 2023, to be effective as of February 1, 2023 (the “Effective Date”) by and between Pamela Bush, an individual, residing at 13418 Canopy Creek Drive, Tampa, Florida 33625 (“Employee”), and Predictive Oncology Inc., 2915 Commers Drive, Suite 900, Eagan, Minnesota 55121, a Delaware corporation (“Company”), collectively referred to as “the Parties”.
COMMERCIAL LEASECommercial Lease • November 12th, 2008 • BioDrain Medical, Inc. • Minnesota
This Commercial Lease, executed September 16, 2008, by and between ROSEVILLE PROPERTIES MANAGEMENT COMPANY, a Minnesota Corporation, as agent for Lexington Business Park, LLC, a Minnesota limited liability company (”Landlord”) and BIODRAIN MEDICAL, INC., a Minnesota Corporation (“Tenant”).
SUBSCRIPTION AGREEMENTSubscription Agreement • October 26th, 2011 • BioDrain Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Minnesota
Subscription Agreement (together with the schedules and exhibits hereto, this “Agreement”), dated as of July 11, 2011 by and between BioDrain Medical, Inc., a Minnesota corporation (“the Company”), and each of the Persons (as defined below) who has executed a signature page to this Agreement (each a “Purchaser,” and together, the “Purchasers”).
THIRD AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANT PRECISION THERAPEUTICS INC.Precision Therapeutics Inc. • May 23rd, 2019 • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS THIRD AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received in connection with the funding of all or a portion of the purchase price of that certain second amended and restated promissory note in the principal amount of $1,620,000.00 on February 6, 2019 issued by Precision Therapeutics Inc., a Delaware corporation (the “Company”), to the Holder (as defined below) (the “Note”), Carl Schwartz (including any permitted and registered 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 of issuance hereof, to purchase from the Company during the Exercise Period (as defined below) such numbers of shares of Common Stock (as defined below) as are set forth herein and in the attached Schedule 1, as it may be amended from time to time (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the t
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 12th, 2008 • BioDrain Medical, Inc. • Minnesota
Registration Rights Agreement, dated as of _________, 2008 (this “Agreement”), by and among BioDrain Medical, Inc., a Minnesota corporation (the “Company”), and the Purchasers (as defined below).
