REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 1st, 2020 • Therapix Biosciences Ltd. • Pharmaceutical preparations
The undersigned hereby provides the following information to the Company and represents and warrants that such information is accurate:
AMERICAN DEPOSITARY SHARES, EACH REPRESENTING [ ] ORDINARY SHARES, NIS 0.1 PAR VALUE, AND WARRANTS TO PURCHASE AMERICAN DEPOSITARY SHARES THERAPIX BIOSCIENCES LTD. UNDERWRITING AGREEMENTUnderwriting Agreement • December 14th, 2016 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 2nd, 2021 • SciSparc Ltd./Adr • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 1, 2021, between SciSparc Ltd., a company organized under the laws of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 24th, 2020 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 19, 2020, by and between THERAPIX BIOSCIENCES LTD., with headquarters located at 4 Ariel Sharon St., Hashahar Tower, 16th Floor, Givatayim 5320047, Israel (the “Company”) and DEKEL PHARMACEUTICALS LTD., with its address at 20 Yoav Street, Tel-Aviv, Israel 690815 (the “Buyer”).
THERAPIX BIOSCIENCES LTD. AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Amended and Restated Deposit Agreement Dated as of March 21, 2017 AMENDED AND RESTATED DEPOSIT AGREEMENTDeposit Agreement • August 29th, 2019 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of March 21, 2017, among THERAPIX BIOSCIENCES LTD., a company incorporated under the laws of the State of Israel (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
EXHIBIT D REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 12th, 2023 • SciSparc Ltd. • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 11, 2023, by and between SCISPARC LTD., an Israeli corporation, with headquarters located at 20 Raul Wallenberg Street, Tower A Tel Aviv 6971916 Israel (the “Company”), and GENERATING ALPHA LTD., a company domiciled and registered in Saint Kitts and Nevis (the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Securities Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 26th, 2020 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 28th, 2019 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 28, 2019, between Therapix Biosciences Ltd., an Israeli corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 4th, 2020 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November __, 2020, between Therapix Biosciences Ltd., a company organized under the laws of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
6,500,000 ORDINARY SHARES AND PRE-FUNDED WARRANTS SCISPARC LTD. UNDERWRITING AGREEMENTUnderwriting Agreement • August 14th, 2023 • SciSparc Ltd. • Pharmaceutical preparations • New York
The undersigned, SciSparc Ltd., a company organized under the laws of Israel (collectively with its Subsidiaries (as defined below), if any, the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (the “Underwriter”) on the terms and conditions set forth herein.
STANDBY EQUITY PURCHASE AGREEMENTStandby Equity Purchase Agreement • January 25th, 2024 • SciSparc Ltd. • Pharmaceutical preparations • New York
THIS STANDBY EQUITY PURCHASE AGREEMENT (this “Agreement”) dated as of January 21, 2024 is made by and between YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”), and SCISPARC LTD., a company incorporated under the laws of the State of Israel (the “Company”).
SERIES B AMERICAN DEPOSITARY SHARES PURCHASE WARRANT THERAPIX BIOSCIENCES LTD.Warrant Agreement • March 31st, 2020 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
THIS SERIES B AMERICAN DEPOSITARY SHARES 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 April __, 2025 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Therapix Biosciences Ltd., an Israeli public company incorporated under the laws of Israel (the “Company”), up to ______ American Depositary Shares (“ADSs”), each ADS representing forty (40) ordinary shares, NIS 0.10 par value per Ordinary Share, of the Company (the “Ordinary Shares”) (as subject to adjustment hereunder, the “Warrant Shares”) (the ADSs issuable hereunder, the “Warrant ADSs”). The purchase price of one ADS under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 27th, 2018 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 23, 2018, by and among THERAPIX BIOSCIENCES LTD., a company formed and existing under the laws of the State of Israel (the “Company”), and YA II PN, Ltd., a Cayman Islands exempt limited partnership (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 1st, 2020 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2020, between Therapix Biosciences Ltd., a company organized under the laws of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT SCISPARC LTD.Pre-Funded Ordinary Share Purchase Warrant • August 14th, 2023 • SciSparc Ltd. • Pharmaceutical preparations
THIS PRE-FUNDED ORDINARY SHARE 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 __________, 2023 (the “Issue Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from SciSparc Ltd., a company organized under the laws of Israel (the “Company”), up to _______________________________ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company. The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF indemnification agreementIndemnification Agreement • September 26th, 2024 • SciSparc Ltd. • Pharmaceutical preparations
THIS INDEMNIFICATION AGREEMENT (the “Agreement”), dated as of __________, 2024, is entered into by and between SciSparc Ltd., an Israeli company whose address is 20 Raul Wallenberg St., Tower A, 2nd Floor, Tel Aviv 6971916, Israel (the “Company”), and the undersigned Director or Officer of the Company whose name appears on the signature page hereto officer (the “Indemnitee”).
AMERICAN DEPOSITARY SHARES, EACH REPRESENTING 40 ORDINARY SHARES, NIS 0.1 PAR VALUE THERAPIX BIOSCIENCES LTD. UNDERWRITING AGREEMENTUnderwriting Agreement • March 20th, 2017 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 27th, 2018 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 23, 2018, is between THERAPIX BIOSCIENCES LTD., a company formed and existing under the laws of the State of Israel (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively the “Buyers”).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • December 14th, 2016 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of ______, 2016 (the “Issuance Date”) between Therapix Biosciences Ltd., a company incorporated under the laws of the State of Israel (the “Company”), and The Bank of New York Mellon (the “Warrant Agent”).
PRE-FUNDED AMERICAN DEPOSITARY SHARES PURCHASE WARRANT scisparc LTD.Pre-Funded Warrant Agreement • March 2nd, 2021 • SciSparc Ltd./Adr • Pharmaceutical preparations • New York
THIS PRE-FUNDED AMERICAN DEPOSITARY SHARES 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 [___], 2021 (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”), but not thereafter, to subscribe for and purchase from SciSparc Ltd., an Israeli public company incorporated under the laws of Israel (the “Company”), up to ______ American Depositary Shares (“ADSs”), each ADS representing one hundred forty (140) ordinary shares, NIS 2.00 par value per Ordinary Share, of the Company (the “Ordinary Shares”) (as subject to adjustment hereunder, the “Warrant Shares”) (the ADSs issuable hereunder, the “Warrant ADSs”). The purchase price of one ADS under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SCISPARC LTD. AND VSTOCK TRANSFER, LLC Rights Agreement Dated as of November 28, 2023Rights Agreement • November 28th, 2023 • SciSparc Ltd. • Pharmaceutical preparations • New York
Rights Agreement (“Agreement”), dated as of November 28, 2023, between SCISPARC LTD., an Israeli company (the “Company”), and VSTOCK TRANSFER, LLC, a California limited liability company, as rights agent (the “Rights Agent”).
AMERICAN DEPOSITARY SHARES PURCHASE WARRANT Therapix Biosciences Ltd.Security Agreement • July 1st, 2020 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
THIS AMERICAN DEPOSITARY SHARES 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 January 1, 2021 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 2, 2026 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Therapix Biosciences Ltd., an Israeli public company incorporated under the laws of Israel (the “Company”), up to ______ American Depositary Shares (“ADSs”), each ADS representing forty (40) ordinary shares, NIS 0.10 par value per Ordinary Share, of the Company (the “Ordinary Shares”) (as subject to adjustment hereunder, the “Warrant Shares”) (the ADSs issuable hereunder, the “Warrant ADSs”). The purchase price of one ADS under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
AEGIS CAPITAL CORP.Placement Agent Agreement • October 12th, 2023 • SciSparc Ltd. • Pharmaceutical preparations • New York
The purpose of this engagement letter is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the lead placement agent on a “best efforts” basis in connection with the proposed private placement (the “Placement”) by SciSparc Ltd. (collectively, with its subsidiaries and affiliates, the “Company”) of its ordinary shares, warrants, and pre-funded warrants (collectively, the “Securities”). This engagement letter sets forth certain conditions and assumptions upon which the Placement is premised. The Company confirms that entry into this Agreement and completion of the Placement with Aegis will not breach or otherwise violate the Company’s obligations to any other investment bank.
SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • April 11th, 2024 • SciSparc Ltd. • Pharmaceutical preparations
This Shareholder Support Agreement, dated as of April 10, 2024 (this “Agreement”), is entered into by and among SciSparc Ltd., an Israeli limited company (the “Parent”) and each of the shareholders of AutoMax Motors Ltd. (the “Company”) listed on Schedule I hereto (the “Shareholders”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 4th, 2016 • Therapix Biosciences Ltd. • Pharmaceutical preparations
This Employment Agreement (this “Agreement”) is made and entered into on this 15 day of February 2016, by and between Therapix Biosciences Ltd., a public company organized under the laws of the State of Israel (the “Company”) and Elran Haber, Israeli I.D No. 040092702 residing at 23 Pinhas Eylon St., Holon, Israel (the “Employee”. The Company and Employee shall be sometimes referred to each as a “Party” and collectively as the “Parties”).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • November 24th, 2020 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
This Warrant Agent Agreement (the “Warrant Agent Agreement”) made as of November 23, 2020, is between Therapix Biosciences Ltd., an Israeli company (the “Company”), and Computershare, Inc., a Delaware corporation (“Computershare”), and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company, (collectively, with Computershare, the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 31st, 2020 • Therapix Biosciences Ltd. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of _______, 2020, between Therapix Biosciences Ltd., a company organized under the laws of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Ordinary Shares (no par value) At-The-Market Issuance Sales AgreementAt-the-Market Issuance Sales Agreement • May 17th, 2023 • SciSparc Ltd. • Pharmaceutical preparations • New York
SciSparc Ltd., an Israeli corporation (the “Company”), confirms its agreement (this “Agreement”) with Aegis Capital Corp. (“Aegis”), as follows:
ContractResearch and License Agreement • May 15th, 2019 • Therapix Biosciences Ltd. • Pharmaceutical preparations
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THERAPIX BIOSCIENCES LTD. IF PUBLICLY DISCLOSED. OMISSIONS ARE DENOTED IN BRACKETS THROUGHOUT THIS EXHIBIT.
Confidential portions have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission (the “Commission”)** LICENSE AGREEMENTLicense Agreement • December 6th, 2016 • Therapix Biosciences Ltd. • Pharmaceutical preparations
This License Agreement (the "Agreement"), dated as of May 20, 2015 by and between Dekel Pharmaceuticals Ltd., corporate number 51-419250-9, a private company incorporated under the laws of Israel (the “Licensor”), and Therapix Biosciences Ltd., company number 51-358165-2, a public company whose shares are listed for trading on the Tel Aviv Stock Exchange ("TASE" and collectively, the “Licensee”). Licensee, on the one hand, and Licensor, on the other, may each individually be referred to in this Agreement as a “Party” and collectively referred to in this Agreement as the “Parties”.
Confidential portions have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission (the “Commission”)** LICENSE AGREEMENTLicense Agreement • May 1st, 2017 • Therapix Biosciences Ltd. • Pharmaceutical preparations
This Research and License Agreement (“Agreement”) is made in Jerusalem this 30th day of March 2017 (the “Effective Date”), by and between:
Exclusive Patent License AgreementExclusive Patent License Agreement • August 19th, 2024 • SciSparc Ltd. • Pharmaceutical preparations
This Exclusive Patent License Agreement (the “Agreement”), effective as of the date set forth above the signatures of the parties below (the “Effective Date”), is between SciSparc Ltd., an Israeli company, with a principal office at 20 Raul Walenberg St., Tel Aviv, Israel (“Licensor”) and Polyrizon Ltd., an Israeli corporation, with a principal place of business at 5 Hatidhar St., R’annana, Israel (“Licensee”).
Loan AgreementLoan Agreement • September 26th, 2024 • SciSparc Ltd. • Pharmaceutical preparations
This Loan Agreement (the “Agreement”) is made on January 14, 2024 (the “Effective Date”) by and between, SciSparc Ltd., an Israeli limited company (the “Lender”) and AutoMax Motors Ltd., an Israeli limited company (the “Borrower”).
Financial Services AgreementFinancial Services Agreement • November 4th, 2016 • Therapix Biosciences Ltd. • Pharmaceutical preparations • Tel-Aviv
This agreement (the “Agreement”) is entered into as of this __ day of November 2015 (the "Effective Date") between Therapix Biosciences Ltd. with principal offices at 5 Azrieli Center, 27th floor, Tel-Aviv 67025, Israel and its subsidiaries (the "Company") and Mr. Guy Goldin, licensed CPA, ID no. 029410768, of Klauzner 3th St. Ramat-Gan (“Contractor”).
CONSULTING AGREEMENTConsulting Agreement • April 4th, 2023 • SciSparc Ltd. • Pharmaceutical preparations • Tel-Aviv
THIS AGREEMENT (the “Agreement”) is made on this 22 of March, 2023 by and between SciSparc Nutraceuticals Inc., whose address is 1007 N. Orange St., Wilmington, Delaware 19801 (the “Company”) and Jeffs’ Brands Ltd., company number 516356763 (the “Consultant”) (each, a “Party”, and collectively, the “Parties”).
