ContractSubscription Agreement • August 26th, 2019 • TechCare Corp. • Services-prepackaged software • New York
THIS SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SHARES OF SERIES A CONVERTIBLE PREFERRED STOCK IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S PROMULGATED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE “SEC”) UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • March 28th, 2019 • TechCare Corp. • Services-prepackaged software • Delaware
This Agreement is made as of the ___ day of _____, 20__, by and between TechCare Corp., a Delaware corporation (the “Corporation”), and _____ (“Indemnitee”), a director and/or officer of the Corporation.
CONSULTING AGREEMENTConsulting Agreement • March 22nd, 2011 • Progaming Platforms Corp • Services-prepackaged software • Delaware
THIS CONSULTING AGREEMENT, (“Agreement”), is entered into as of the 1st day of February, 2011 (the “Effective Date”), by and between ProGaming Platforms Corp., a Delaware company, (“ProGaming") and Boaz Lowenstein (the "Consultant").
SUBSCRIPTION AGREEMENT PROGAMING PLATFORMS CORP.Subscription Agreement • August 4th, 2010 • Progaming Platforms Corp • Delaware
THIS SUBSCRIPTION AGREEMENT (the “Subscription Agreement”), by and between ProGaming Platforms Corp., a Delaware corporation (the “Corporation”), and the subscriber, who is not a resident of the U.S. and whose name and signature appear on the signature page hereof (“Subscriber”), is made as of the date of the Corporation’s acceptance of the subscription evidenced hereby, which date appears on the signature page hereof.
ContractSubscription Agreement • March 28th, 2019 • TechCare Corp. • Services-prepackaged software • New York
THIS SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SHARES OF COMMON STOCK (THE “OFFERING”), IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S PROMULGATED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE “SEC”) UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”).
ContractSubscription Agreement • March 28th, 2019 • TechCare Corp. • Services-prepackaged software • New York
THIS SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SHARES OF COMMON STOCK (THE “OFFERING”), IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S PROMULGATED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE “SEC”) UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”).
EMPLOYMENT AGREEMENT Executed on September 9, 2018Employment Agreement • November 13th, 2018 • TechCare Corp. • Services-prepackaged software
This Employment Agreement (the “Agreement”) is entered into by and between Novomic Ltd., with offices at 23 Hamelacha St., Rosh Hain, Israel (the “Company”) and Nir Shemesh, I.D. No. 021612759, of ________________________, email: nir.shemesh@gmail.com (the “Employee”).
TERMINATION AGREEMENTTermination Agreement • March 28th, 2019 • TechCare Corp. • Services-prepackaged software
THIS TERMINATION AGREEMENT (the “Agreement”) is made as of the 13 day of February 2019 by and among Novomic Ltd., with principal offices at 23 Ha’ melacha St., Rosh-Haayin, Israel (the “Company”), and Doron Biran (the “Service Provider”)
Re: Second Amendment to Convertible Note Purchase Agreement dated April 1, 2020Convertible Note Purchase Agreement • April 15th, 2021 • Citrine Global, Corp. • Services-prepackaged software
Reference is made to that certain Convertible Note Purchase Agreement, dated April 1, 2020, entered by and among Citrine Global, Corp. (the “Company”), Citrine S A L Investment & Holdings Ltd, WealthStone Private Equity Ltd, WealthStone Holdings Ltd, Golden Holdings Neto Ltd, Beezz Home Technologies Ltd, Citrine Biotech 5 LP, Citrine High Tech 6 LP, Citrine High Tech 7 LP, Citrine 8 LP, Citrine 9 LP and Citrine Biotech 10 LP (collectively, the “Buyers”), and as further amended on June 12, 2020. The purpose of this amendment letter (the “Amendment Letter”) is to amend and modify the CL Agreement.
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • April 2nd, 2020 • TechCare Corp. • Services-prepackaged software
This CONVERTIBLE NOTE PURCHASE AGREEMENT (the “Agreement”), dated April 1, 2020, by and between TechCare Corp., a Delaware corporation, having a principal place of business at 1140 Avenue of the Americas, New York, NY, USA (the “Company”), and Citrine S A L Investment & Holdings Ltd and additional entities listed on Appendix A, which are all affiliated with one another, having a principal place of business at 3 Hamelacha St., Tel Aviv, Israel (the “Buyer”), (together the “Parties”).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • October 21st, 2013 • Progaming Platforms Corp • Services-prepackaged software
This Share Purchase Agreement (the “Agreement”) is made as of the 20th day of October 2013, by and among BREEDIT Ltd., an Israeli company (the "Company"), Oded Sagee ID No. 051588192 of 50 Ramat Yam St., Hertzeliya, Israel (the “Founder”), and ProGaming Platforms Corp., a limited liability corporation organized under the laws of the State of Delaware (the "Investor"). The Company and the Investor are referred to, collectively herein as the “Parties” and separately as a “Party”).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • January 9th, 2020 • TechCare Corp. • Services-prepackaged software
This Share Purchase Agreement (the “Agreement”) is made and entered into as of January 6, 2020 (“Signing Date”), by and between Traistman Radziejewski Fundacja Ltd., an Israeli Corporation (Company No. 514498856), of 10 Shaham St., Shoham, Israel (the “Buyer”); TechCare Corp. a Delaware corporation, of 1140 Avenue of the Americas, New York 10036, NY, USA (the “Seller”); and Novomic Ltd., an Israeli corporation (Registration No. 514243351) of 23 Ha’Melacha St. Rosh Ha’Ayin Israel (“Novomic”). (each, a “Party”, and collectively, the “Parties”)
Convertible Bridge Loan AgreementConvertible Bridge Loan Agreement • August 9th, 2016 • Breedit Corp. • Services-prepackaged software
This Convertible Bridge Loan Agreement (the "Loan Agreement") is entered into as of December 10, 2015 by and between Novomic Ltd., an Israeli company registration number 51-424335-1, with its principal office at 23 Ha'melacha St., Rosh-Haayin, Israel (the "Company") and BreedlT Corp, a publicly traded Delaware corporation, traded on the OTCQB exchange, under the ticker symbol: BRDT, with its principal office at 21 Ha'Arbaa St., Tel Aviv, Israel (the "Lender").
Citrine Global Corp - Consulting AgreementConsulting Agreement • April 15th, 2021 • Citrine Global, Corp. • Services-prepackaged software • Tel-Aviv
This consulting agreement (this “Agreement”) is made as of the __ day of July 2020, by and between Citrine Global, Corp., a Delaware Corporation quoted by the OTC Markets Group OTCQB tier under the symbol “CTGL”, with offices at 3 Hamelacha St, Tel Aviv, 6721503, Israel (“Citrine Global “, “Company”), and Ora Meir Soffer, Israeli I.D. No 059078501 residing at 244, Kerem Maharal, Israel, in her personal capacity and/or via an entity under her control (“Consultant “, “Ora”). Consultant was appointed as Active Chairman of the Board on February 27, 2020 and also as Chief Executive Officer on May 2020.
ContractSubscription Agreement • April 2nd, 2018 • TechCare Corp. • Services-prepackaged software • New York
THIS SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SHARES OF COMMON STOCK (THE “OFFERING”), IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S PROMULGATED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE “SEC”) UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”).
AGREEMENTPreliminary Agreement • August 19th, 2013 • Progaming Platforms Corp • Services-prepackaged software
This preliminary agreement (the "Preliminary Agreement") dated this 15th day of August, 2013, is by and between Progaming Platforms Corp., a Delaware corporation with offices located at 40 Wall Street, 28th Floor, New York, NY 10005 (the "Investor"), BREEDIT Ltd., a private limited liability company duly incorporated and validly existing under the laws of the State of Israel (the "Company") and Oded Sagee, founder of BreedIT, with an address at 50 Ramat Yam St., Hertzeliya, Israel (the "Founder"). Progaming, BreedIT and the Founder are sometimes referred to individually, as a "Party" and, collectively, as the "Parties."
SUBSCRIPTION AGREEMENTSubscription Agreement • April 15th, 2021 • Citrine Global, Corp. • Services-prepackaged software • Tel-Aviv
THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is made as of June 22, 2020 (“Date of Signing”), by and between Nanomedic Technologies Ltd., a company organized under the laws of the State of Israel (the “Company”) and the investors listed on Exhibit A attached hereto (the “Investor(s)” and together with the Company, the “Parties” ).
Share Purchase And Option AgreementShare Purchase and Option Agreement • January 5th, 2024 • Citrine Global, Corp. • Services-prepackaged software
This Share Purchase and Option Agreement (this “Agreement”), is made as of December 31, 2023, by and among Citrine Global, Corp., a company incorporated under the laws of Delaware (“Citrine Global”), iBOT Israel Botanicals Limited, a company incorporated under the laws of the State of Israel, registration number 516012739 (“iBOT”), and Citrine SAL Investment and Holdings, and Citrine 9 LP (collectively, the “iBOT Shareholders”). Each of Citrine, iBOT and the IBOT Shareholders shall be referred hereto as a “Party” and collectively as the “Parties”.
AMENDED AND RESTATED TECHCARE CORP. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • February 27th, 2020 • TechCare Corp. • Services-prepackaged software
This Amended and Restated Common Stock Purchase Agreement (this “Agreement”) is dated as of February 23, 2020 and amends and restates the Common Stock Purchase Agreement dated January 6, 2020, and is among (1) TechCare Corp., a Delaware corporation (the “Company”), (2) the Company’s directors and (3) Citrine S A L Investment & Holdings Ltd. and those of its affiliates listed in Appendix A hereto (together, “Investor”).
TECHCARE CORP. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • January 9th, 2020 • TechCare Corp. • Services-prepackaged software
This Common Stock Purchase Agreement (this “Agreement”) is dated as of January 6, 2020, and is among TechCare Corp., a Delaware corporation (the “Company”), the Company’s directors and Citrine S A L Investment & Holdings Ltd. on behalf of itself and/or any of its limited partners and/or any other entities, as designated by it from time to time (“Investor”). Details of any limited partners or other entities so designated by Investor will be appended hereto prior to the Closing.
Free translation into English of an Hebrew Original Document] Services Agreement Which was prepared and signed on June ___, 2018Services Agreement • July 20th, 2018 • TechCare Corp. • Services-prepackaged software
WHEREAS the Company is interested in receiving from the Service Provider, as an independent contractor, management and consulting services in the capacity of CEO of the Company and the parent company of the Company, TechCare Corp., and the Service Provider wishes to provide such services to the Company and to serve in the said capacity as an independent contractor, all as detailed in this Agreement below; and
Addendum Dated May 29, 2016 to the Convertible Bridge Loan Agreement Dated December 10, 2015Convertible Bridge Loan Agreement • August 9th, 2016 • Breedit Corp. • Services-prepackaged software
THIS ADDENDUM ("Addendum") to that certain Convertible Bridge Loan Agreement, dated December 10, 2015 (the "Loan Agreement") is made and entered into on May 29, 2016 by and between Novomic Ltd., an Israeli company registration number 51-424335-1, with its principal office at 23 HaEmelacha St., Rosh-.Haayin, Israel (the "Company") and BreedIT Corp, a publicly traded Delaware corporation, traded on the OTCQF3 exchange, under the ticker symbol: BRDT, with its principal office at 21 Ha'Arbaa St, Tel Aviv, Israel (the "Lender").
MERGER AGREEMENT Dated as of February 08, 2016 By and Among BREEDIT CORP. and NOVOMIC LTD. and SHAREHOLDERS LISTED ON SCHEDULE 3.3Merger Agreement • February 10th, 2016 • Breedit Corp. • Services-prepackaged software
THIS MERGER AGREEMENT (the “Agreement”) is made as of the 8th day of February 2016, by and among BreedIT Corp., a publically traded Delaware corporation, with principal office at 26 Ha'Arbaa St., Tel Aviv, Israel (“BRDT“); and Novomic Ltd., an Israeli company registered number 51-424335-1, with principal office at 23 Ha'melacha St., Rosh-Haayin, Israel (“Novomic“); YMY Industries Ltd., an Israeli company registered number 51-268053-9, with principal office at 38 Yefet St., Tel Aviv – Jaffa, Israel ("YMY"); Microdel Ltd. an Israeli company registered number 51-357787-4, with principal office at Modi’in-Macabim-Reut, Israel ("Microdel") (YMY and Microdel shall collectively be referred to as the "Founders") and each of the Novomic Shareholders listed on Schedule 3.3 hereto (together with the Founders the “Novomic Shareholders”). BRDT, Novomic and the Novomic Shareholders (including the Founders) are sometimes referred to collectively, as the "Parties" and individually, as a "Party".
SEPARATION AGREEMENTSeparation Agreement • August 28th, 2015 • Breedit Corp. • Services-prepackaged software
THIS SEPARATION AGREEMENT (the “Agreement”) is dated as of this 28th day of August 2015, by and between BreedIT Corp., a Delaware corporation with offices located at 40 Wall Street, 28th Floor, New York, NY 10005 (the "BreedIT"), on the one hand, and BreedIT Ltd., P.C. 514943471, a majority-owned subsidiary of BreedIT organized under the laws of the State of Israel with offices located at Hertzel Street, Rehovot, P.O.B 12, Israel 76100 ("BreedIT Israel"), Dr. Oded Sagee, a resident of the State of Israel with an address located at 50 Ramat Yam St., Hertzeliya, Israel ("Dr. Sagee") and Star Biotech Ltd., an entity organized under the laws of the State of Israel and controlled by Dr. Sagee, with offices located at ____________, Israel ("SB"), on the other hand. BreedIT, BreedIT Israel, Dr. Sagee and SB are sometimes referred to collectively, as the "Parties" and individually, as a "Party." WHEREAS, on August 15, 2013, BreedIT entered into a preliminary agreement with BreedIT Israel a
Citrine Global Corp - Consulting AgreementConsulting Agreement • April 15th, 2021 • Citrine Global, Corp. • Services-prepackaged software • Tel-Aviv
This consulting agreement (this “Agreement”) is made as of the __ day of July 2020, by and between Citrine Global, Corp., a Delaware Corporation quoted by the OTC Markets Group OTCQB tier under the symbol “CTGL”, with offices at 3 Hamelacha St, Tel Aviv, 6721503, Israel (“Citrine Global “, “Company”), and Ilan Ben Ishay, Israeli I.D. No 023540255 residing at 11 Hakomemiut , Nesher, Israel,, in his/her personal capacity and/or via an entity under his/her control (“Consultant”, “Ilan”). Consultant was appointed as a Director of Citrine Global effective February 27, 2020.
January 4, 2022Convertible Note Purchase Agreement • January 11th, 2022 • Citrine Global, Corp. • Services-prepackaged software
ADVANCE INVESTMENT AGREEMENTAdvance Investment Agreement • April 2nd, 2018 • TechCare Corp. • Services-prepackaged software • Delaware
THIS ADVANCE INVESTMENT AGREEMENT (this “Agreement”) is entered into as of October 10, 2017, by and among TechCare Corp., a Delaware corporation (the “Company”), and the Investors listed in Schedule 1 attached hereto (each an “Investor” and together, the “Investors”).
JOINT VENTURE AGREEMENTJoint Venture Agreement • February 19th, 2013 • Progaming Platforms Corp • Services-prepackaged software
This Joint Venture Agreement (“Agreement”), dated this 18th day of February 2013, is by and between Progaming Platforms Corp., a Delaware corporation, with offices located at 40 Wall Street, 28th Floor, New York (the “Company”), Zenetek LLC a Nevada corporation ("Zenetek"), with offices located at 2700 West Coast Highway, Suite 215, Newport Beach, CA 92660 and offshore location at 62/7/15 Nguyen Dinh Chinh Street, Ward 15, Phu Nhuan District, Saigon, Vietnam. The Company, Zenetek are sometimes hereinafter referred to individually, as a "Party" and collectively, as the "Parties." WHEREAS, the Company is engaged in the business of developing an online gaming platform and entering into agreements with online game service providers in the United States and elsewhere in order to allow licensees to offer games of skill utilizing the Company's unique, proprietary platform technology (the "Platform"); and WHEREAS, Zenetek LLC is a wholly-owned subsidiary of publicly-traded Anything Media
Citrine Global Corp - Consulting AgreementConsulting Agreement • April 15th, 2021 • Citrine Global, Corp. • Services-prepackaged software • Tel-Aviv
This consulting agreement (this “Agreement”) is made as of the __ day of July 2020, by and between Citrine Global, Corp., a Delaware Corporation quoted by the OTC Markets Group OTCQB tier under the symbol “CTGL”, with offices at 3 Hamelacha St, Tel Aviv, 6721503, Israel (“Citrine Global “, “Company”), and Ilanit Halperin, Israeli I.D. No 024596520 residing at Yoni Netanyahu, 9, Pethach Tikva, Israel, in her personal capacity and/or via an entity under her control (“Consultant “, “Ilanit”). Consultant was appointed as a Director of Citrine Global effective February 27, 2020 and also as CFO since May 2020.
AMENDMENT 1 TO CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • June 12th, 2020 • TechCare Corp. • Services-prepackaged software
This Amendment (“Amendment 1”) to that certain Convertible Note Purchase Agreement dated April 1, 2020 by and between TechCare Corp. (the “Company”) and Citrine S A L Investment & Holdings Ltd, WealthStone Private Equity Ltd, WealthStone Holdings Ltd, Golden Holdings Neto Ltd, Beezz Home Technologies Ltd, Citrine Biotech 5 LP, Citrine High Tech 6 LP, Citrine High Tech 7 LP, Citrine 8 LP, Citrine 9 LP and Citrine Biotech 10 LP (together, the “Buyer”) (the “Agreement”) is dated June 12, 2020. All the entities comprising the Buyer are affiliated with the Registrant. The Registrant and the Buyer together are referred to herein as the “Parties”.
EXHIBIT B SHAREHOLDERS' AGREEMENT by and among BREEDIT CORP. and NOVOMIC LTD. and SHAREHOLDERS LISTED ON EXHIBIT AShareholders Agreement • February 10th, 2016 • Breedit Corp. • Services-prepackaged software
THIS SHAREHOLDERS' AGREEMENT (the “Agreement”) is made as of the 8th day of February 2016 by and among BreedIT Corp., a publicly traded Delaware corporation, with principal offices at 26 Ha'Arbaa St., Tel Aviv, Israel ("BRDT" or the “Company“), Novomic Ltd., Israeli company, with principal office at 23 Ha'melacha St., Rosh-Haayin, Israel ("Novomic") and each of the shareholders listed on Exhibit A hereto (the "Shareholders"). Each of the Company, Novomic and the Shareholders shall be referred to individually, as a "Party" and collectively, the "Parties".
