UNDERWRITING AGREEMENT between PETVIVO HOLDINGS, INC. and THINKEQUITY A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC. as Representative of the Several Underwriters PETVIVO HOLDINGS, INC.Underwriting Agreement • December 31st, 2020 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, PetVivo Holdings, Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of PetVivo Holdings, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity, a division of Fordham Financial Management, Inc., (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto 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:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 18th, 2020 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of June 15, 2020, between PetVivo Holdings, 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”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • June 18th, 2020 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Nevada
This Warrant is being issued pursuant to that certain Securities Purchase Agreement dated as of June 15, 2020 between the Holder and the Company (the “Securities Purchase Agreement”). In addition to the terms defined elsewhere in this Warrant, capitalized terms that are not otherwise defined herein have the meanings given to such terms in the Securities Purchase Agreement.
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Convertible Security Agreement • June 18th, 2020 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Nevada
THIS 15.0% OID CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued 15.0% OID Convertible Promissory Notes of PetVivo Holdings, Inc., a Nevada corporation (the “Company”), having its principal place of business at 5251 Edina Industrial Boulevard, Edina, MN 55439, designated as its 15.0% OID Convertible Promissory Notes due March 15, 2021 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • July 13th, 2021 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • New York
WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of _________, 2021 (the “Issuance Date”) between PetVivo Holdings, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), and Equity Stock Transfer, LLC (the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 18th, 2017 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 11, 2015, by and among PetVivo Holdings, Inc., a Nevada corporation (the “Company”) and the persons and entities listed on the schedule of purchasers attached hereto as Schedule I (each a “Purchaser” and, collectively, the “Purchasers”).
PETVIVO HOLDINGS, INC. Up to $2,500,000 Shares of Common Stock ATM Sales AgreementAtm Sales Agreement • August 24th, 2023 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • New York
PetVivo Holdings, Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with ThinkEquity LLC (the “Agent”), as follows:
WARRANT TO PURCHASE COMMON STOCK PETVIVO HOLDINGS, INC.Purchase Warrant Agreement • August 16th, 2021 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, ________(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 February 9, 2022 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(f)(2)(G)(i), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from PetVivo Holdings, 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).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 29th, 2023 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”), dated the 10th day of November, 2021 (the “Effective Date”), is by and between PetVivo Holdings, Inc. a Nevada corporation (“Company”), and Robert J. Folkes, a resident of Minnesota (“Executive”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 9th, 2023 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Nevada
This Securities Purchase Agreement (this “Agreement”) is made as of August __, 2023, by and between PetVivo Holdings, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and, collectively, the “Purchasers”).
FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 24th, 2022 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is effective as of November 1, 2022, by and between PetVivo Holdings, Inc., a Nevada corporation (the “Company”) and Robert J. Folkes (the “Executive” and together with the Company, each a “Party,” and collectively the “Parties.”)
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 16th, 2021 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS EXECUTIVE EMPLOYMENT AGREEMENT, dated the 14th day of April, 2021, is by and between PetVivo Holdings, Inc. a Nevada corporation (“Company”), and Robert J. Folkes, an individual having a primary residence identified in the signature page below (“Executive”).
SUBSCRIPTION AGREEMENT AND INVESTMENT LETTER PRIVATE OFFERING PETVIVO HOLDING, INC. (PETV) Preferred Stock and Warrant Offering - $0.40 Per Unit July __, 2024Subscription Agreement • July 17th, 2024 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus
PetVivo Holdings, Inc., a Nevada corporation (“PetVivo”) is hereby offering up units (collectively, the “Units” and individually a “Unit”), each Unit consisting of one (1) share of PetVivo series A convertible preferred stock and one (1) common stock purchase warrant to purchase one (1) share of PetVivo common stock pursuant to this Subscription Agreement (“Agreement”). Furthermore, each Unit shall be made available for purchase at Forty Cents ($0.40) per Unit. This private offering is being made pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (“Securities Act”). Offers and sales of the Units will be made only to “accredited investors” as defined in Rule 501 of the Securities Act. The offering price of the Units has been determined arbitrarily by the management of PetVivo, and bears no particular relationship to our net worth, revenues or any other standard criteria of value.
Form of] WARRANT To Purchase _______ Thousand (__,000) Shares of Common Stock of PETVIVO HOLDINGS, INC.Warrant Agreement • July 17th, 2024 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OR CONVERSION OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES OF THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT PURSUANT TO REGISTRATION UNDER THE ACT OR PURSUANT TO AN EXEMPTION THEREFROM, AND EXCEPT AS PERMITTED UNDER APPLICABLE STATE SECURITIES LAWS. INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
BINDING LETTER OF INTENTBinding Letter of Intent • September 11th, 2012 • Technologies Scan Corp • Services-prepackaged software
To: I SPEED ZONE INC 5790 Étienne D’Allaire Évi, Québec, G6V 8V6 Attention: Dany Gagné RE: Purchase of all of the issued and outstanding shares (the "Shares") I Speed Zone inc.
MEMORANDUM OF AMENDEMENT signed this 17th day of May 2013, betweenMemorandum of Amendment • May 21st, 2013 • Technologies Scan Corp • Services-prepackaged software
SOCIAL GEEK MEDIA INC., a body duly incorporated as per the laws of Canada, having its head office at 15, rue Des Érables, St-Sauveur, Québec, Canada JOR 1R)
DISTRIBUTION SERVICES AGREEMENTDistribution Services Agreement • August 11th, 2022 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Delaware
This Distribution Services Agreement (“Agreement”) is made as of June 17, 2022 (“Effective Date”), by and between MWI Veterinary Supply Co., an Idaho corporation (“MWI”), and PetVivo, Inc. (“Supplier”). Intending to be legally bound, the parties hereby agree as follows:
LETTER OF INTENT (LOI)Letter of Intent (Loi) • December 19th, 2013 • Technologies Scan Corp • Services-prepackaged software • Nevada
DRAFT FOR DISCUSSION PURPOSES ONLYLetter of Intent • May 6th, 2013 • Technologies Scan Corp • Services-prepackaged software • Quebec
THIS BINDING LETTER OF INTENT (this “LOI”), effective as of the __th day of April, 2013 (the "Effective Date"), is entered into by and between:
CONVERTIBLE DEBENTURE CONVERSION AGREEMENTConvertible Debenture Conversion Agreement • August 11th, 2023 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Nevada
THIS CONVERTIBLE DEBENTURE CONVERSION AGREEMENT (this “Agreement”) is made and entered into as of the 11th day of August, 2023 (“Effective Date”) by and between PetVivo Holdings, Inc., a Nevada corporation (the “Company”), and the individual listed on the signature page hereto (the “Debenture Holder”).
PETVIVO HOLDINGS, INC. Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • February 24th, 2023 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus
This agreement (this “Agreement”) evidences an award (the “Award”) of restricted stock units granted by PetVivo Holdings, Inc. (the “Company”) to John Lai (the “Participant”), pursuant to and subject to the terms of its Amended and Restated 2020 Equity Incentive Plan (as from time to time amended and in effect, the “Plan”). Except as otherwise defined herein, all capitalized terms used herein have the same meaning as in the Plan.
AGREEMENT OF MERGERMerger Agreement • March 27th, 2017 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Minnesota
This Agreement of Merger (“Agreement”), entered into and effective as of the 20th day of March, 2017, by and between PetVivo Holdings, Inc., a Nevada corporation (“PetVivo”), PetVivo Holdings Newco, Inc, a Minnesota corporation (“Newco”) a wholly owned subsidiary of PetVivo, and Gel-Del Technologies, Inc., a Minnesota corporation (“Gel-Del”).
PETVIVO HOLDINGS, INC. 2020 EQUITY INCENTIVE PLAN FORM OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • September 14th, 2021 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus
This Agreement between PetVivo Holdings, Inc. (the “Company”) and ______ (“Participant”) shall be effective as of the date of grant. The Company and Participant agree as follows:
lease agreementLease Agreement • June 29th, 2023 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus
This Lease Agreement (“Lease”) dated as of this 10th day of January, 2023, by and between DEWEY AL L.L.C., a Minnesota limited liability company, and DEWEY MS L.L.C., a Minnesota limited liability company, as tenants in common (collectively, “Landlord”), and PETVIVO HOLDINGS, INC., a Nevada corporation (“Tenant”).
STOCK EXCHANGE AGREEMENTStock Exchange Agreement • November 21st, 2014 • PetVivo Holdings, Inc. • Services-prepackaged software • Minnesota
This STOCK EXCHANGE AGREEMENT (“this Agreement”), dated as of November 21, 2014 is by and between PetVivo Holdings, Inc., a Nevada corporation (“PetVivo”) and Gel-Del Technologies, Inc., a Minnesota corporation (“Gel-Del”).
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • March 13th, 2014 • Technologies Scan Corp • Services-prepackaged software • Nevada
This SECURITIES EXCHANGE AGREEMENT (this “Agreement”), dated as of March 11, 2014, is by and among Technologies Scan Corp., a Nevada corporation (the “Parent”), PetVivo Inc., a Minnesota corporation (the “PetVivo”), and the shareholders of PetVivo who hold of record the total issued and outstanding shares of common stock of PetVivo (the “Shareholders”) and each other person or entity executing this Agreement. Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 24th, 2023 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is effective as of February 24, 2023, by and between PetVivo Holdings, Inc., a Nevada corporation (the “Company”) and John Lai (the “Executive” and together with the Company, each a “Party,” and collectively the “Parties.”)
PETVIVO HOLDINGS, INC. Non-Qualified Stock Option Agreement Under the 2020 Equity Incentive PlanNon-Qualified Stock Option Agreement • June 24th, 2022 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Nevada
PetVivo Holdings, Inc. (the “Company”), pursuant to its 2020 Equity Incentive Plan (the “Plan”), hereby grants an Option to purchase shares of the Company’s common stock to you, the Participant named below. The terms and conditions of the Option Award are set forth in this Agreement, consisting of this cover page and the Option Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • November 19th, 2019 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Nevada
THIS LICENSE AGREEMENT is made and entered into as of 31st day of July, 2019, (the “Effective Date”) by and between PetVivo Holdings, Inc., a corporation of the State of Nevada, having its principal place of business at 5251 Edina Industrial Blvd., Edina, MN 55439, (hereinafter referred to as “Licensor”), and Emerald Organic Products, Inc., a corporation of the State of Nevada, having its principal place of business at 331 Dante Ct. St E, Holbrook, NY 11741, and its operating subsidiary, Pura Vida Health, LLC (hereinafter collectively referred to as “Licensee”).
SETTLEMENT AGREEMENTSettlement Agreement • February 24th, 2014 • Technologies Scan Corp • Services-prepackaged software
THIS SETTLEMENT AGREEMENT is entered into as of this 20th.day of February, 2014 by and between Technologies Scan Corp, a Nevada corporation (the “Company”) and Ghislaine St-Hilaire (“GSH”).
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN PETVIVO HOLDING, INC. AND JOHN CARRUTHEmployment Agreement • January 21st, 2021 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT (this “Amendment”) is made and entered into as of the 20th day of January, 2021 (“Effective Date”) by and among PetVivo Holdings, Inc. (“PETVIVO” or the “Company”), and John Carruth (“Executive”).
SETTLEMENT AND GENERAL RELEASESettlement Agreement • September 17th, 2020 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS SETTLEMENT AND GENERAL RELEASE (this “Release”) is entered into effective as of September 1, 2020 by and between PetVivo Holdings, Inc., a Nevada corporation and its wholly owned subsidiaries (collectively referred to herein as the “Company”) and David B. Masters (“Releasor”).
PETVIVO HOLDINGS, INC. Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • June 24th, 2022 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus
This agreement (this “Agreement”) evidences an award (the “Award”) of restricted stock units granted by PetVivo Holdings, Inc. (the “Company”) to the individual named above (the “Participant”), pursuant to and subject to the terms of the PetVivo Holdings, Inc. 2020 Equity Incentive Plan (as from time to time amended and in effect, the “Plan”). Except as otherwise defined herein, all capitalized terms used herein have the same meaning as in the Plan.
CONSULTING AGREEMENTConsulting Agreement • September 17th, 2020 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS CONSULTING AGREEMENT (the “Agreement”) effective September 1, 2020 (the “Commencement Date”) is entered into by PetVivo Holdings, Inc. (“PetVivo” or the “Company”), having its principal place of business at 5251 Edina Industrial Blvd., Edina, MN 55439 and David B. Masters with an address at 2838 Freemont Avenue S., Minneapolis, MN 55408(“Consultant”).
SHORT-TERM PROMISSORY NOTE CONVERSION AGREEMENTShort-Term Promissory Note Conversion Agreement • May 1st, 2024 • PetVivo Holdings, Inc. • Surgical & medical instruments & apparatus
THIS AGREEMENT, made and effective this 29th day of April, 2024, by and between PetVivo Holdings, Inc., a Nevada corporation (“PETVIVO”), and the following named Short-Term Promissory Note holder of PETVIVO: A. L. Sarroff Fund LLC, a limited liability company having a primary address of 43 Meadow Woods Road, Great Neck, NY 11020 (the “NOTEHOLDER”).
