COMMON STOCK PURCHASE WARRANT ARTELO BIOSCIENCES, INC.Common Stock Purchase Warrant • October 6th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. 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 Charter Amendment Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on October [●], 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Artelo Biosciences, Inc., a Nevada corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 1st, 2018 • Artelo Biosciences, Inc. • Services-business services, nec
This Agreement is made pursuant to the Subscription Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Subscription Agreement”).
Form of Representative’s Warrant AgreementWarrant Agreement • October 6th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, Ladenburg Thalmann & Co. Inc., 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 Charter Amendment Date (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), 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 Artelo Biosciences, 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). Terms not defined herein shall have the meanings ascribed to them in the Underwriting Agreeme
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 16th, 2022 • Artelo Biosciences, Inc. • Pharmaceutical preparations
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 13, 2022, is made by and between ARTELO BIOSCIENCES, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois 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 the 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”).
ARTELO BIOSCIENCES, INC. and GLOBEX TRANSFER, LLC, as Warrant Agent Warrant Agency Agreement Dated as of _________ __, 2019 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • June 20th, 2019 • Artelo Biosciences, Inc. • Services-business services, nec • New York
WARRANT AGENCY AGREEMENT, dated as of __________ __, 2019 (the “Agreement”), between Artelo Biosciences, Inc., a corporation organized under the laws of the State of Nevada (the “Company”), and Globex Transfer, LLC, a limited liability company organized under the laws of the State of Florida (the “Warrant Agent”).
8,800,000 SHARES OF COMMON STOCK SERIES A WARRANTS EXERCISABLE INTO 8,800,000 SHARES OF COMMON STOCK OF ARTELO BIOSCIENCES, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 14th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York
The undersigned, Artelo Biosciences, Inc., a Nevada corporation (collectively with its subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries of Artelo Biosciences, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters, if any (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
Artelo Biosciences, Inc. Common Stock (par value $0.001 per share) At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • April 9th, 2021 • Artelo Biosciences, Inc. • Pharmaceutical preparations • New York
Artelo Biosciences, Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with Ladenburg Thalmann & Co. Inc. (the “Agent”) as follows:
PURCHASE AGREEMENTPurchase Agreement • May 16th, 2022 • Artelo Biosciences, Inc. • Pharmaceutical preparations • Nevada
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of May 13, 2022, is made by and between ARTELO BIOSCIENCES, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.
SHARES OF COMMON STOCK AND _________WARRANTS (EXERCISABLE FOR_________SHARES) OF ARTELO BIOSCIENCES, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • June 20th, 2019 • Artelo Biosciences, Inc. • Services-business services, nec • New York
The undersigned, Artelo Biosciences, Inc., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as defined below) as being subsidiaries or affiliates of Artelo Biosciences, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), collectively, the “Underwriters” and each, an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC (“Maxim”) is acting as representative to the several Underwriters (in such capacity, the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
Artelo Biosciences, Inc. and American Stock Transfer & Trust Company, LLC, as Warrant Agent Warrant Agency Agreement Dated as of October 14, 2020 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 14th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York
WARRANT AGENCY AGREEMENT, dated as of October 14, 2020 (“Agreement”), between Artelo Biosciences, Inc., a Nevada corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Warrant Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 25th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • Nevada
This Indemnification Agreement, dated as of September 20, 2017, is made by and between Artelo Biosciences, Inc., a Nevada corporation (the “Corporation”) and R. Martin Emanuele, PhD (the “Indemnitee”).
Artelo Biosciences, Inc. Up to $3,000,000 of Shares of Common Stock Equity Distribution AgreementEquity Distribution Agreement • April 15th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York
Artelo Biosciences, Inc., a Nevada corporation (the "Company"), proposes to issue and sell through Maxim Group LLC (the "Agent"), as sales agent, shares of common stock, par value $0.001 per share ("Common Stock"), of the Company (the "Shares") having an aggregate offering price of up to $3,000,000 on terms set forth herein. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.
ARTELO BIOSCIENCES, INC. SERIES A COMMON STOCK PURCHASE WARRANTSecurity Agreement • August 4th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • New York
This Series A Common Stock Purchase Warrant (this “Warrant”) is issued pursuant to the Subscription Agreement between the Holder and the Company (the “Subscription Agreement”). Capitalized terms used herein, but not otherwise defined, shall have the meanings ascribed to such terms in the Subscription Agreement.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec
This Agreement is made pursuant to the Subscription Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Subscription Agreement”).
ARTELO BIOSCIENCES, INC. SERIES B COMMON STOCK PURCHASE WARRANTWarrant Agreement • February 1st, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York
This Series B Common Stock Purchase Warrant (this “Warrant”) is issued pursuant to the Subscription Agreement between the Holder and the Company (the “Subscription Agreement”). Capitalized terms used herein, but not otherwise defined, shall have the meanings ascribed to such terms in the Subscription Agreement.
LOCK-UP AND VOTING AGREEMENTLock-Up and Voting Agreement • October 6th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York
This Lock-Up and Voting Agreement (this “Lock-Up and Voting Agreement”) is being delivered to you in connection with an understanding by and between Artelo Biosciences, Inc., a Nevada corporation (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York
In connection with the purchase by the undersigned of Units of the Company, the undersigned is delivering this representation letter to the Subscription Agreement between the undersigned and the Company, the undersigned hereby represents, warrants and certifies to the Company that the undersigned is resident in British Columbia or is otherwise subject to the securities laws of British Columbia, and is either (A) an “accredited investor” within the meaning National Instrument 45-106 (Prospectus and Registration Exemptions) on the basis that the undersigned fits within that category of “accredited investor” identified on the attached Schedule to this Representation Letter beside which the undersigned has marked its initials; or (B) is purchasing the Units as a principal, and is (please initial all applicable descriptions):
MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENTMaterial and Data Transfer, Option and License Agreement • May 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York
THIS MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT (this “Agreement”) entered into on this December 20, 2017 (the “Signature Date”) by and between NEOMED Institute, a not-for-profit corporation established under the Not-for-Profit Corporations Act (Canada), having an address at 7171 Frederick-Banting, Saint-Laurent, Quebec H4S 1Z9, Canada (“NEOMED”), and Artelo Biosciences, Inc., a Nevada corporation, having an address at 888 Prospect Street, Suite 210, La Jolla, California 92037, U.S.A. (“Artelo”) shall be effective as of the Effective Date (as defined in Section 1.9 below). Each of NEOMED and Artelo may be referred to herein as a “Party”, or jointly as the “Parties”.
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • June 20th, 2019 • Artelo Biosciences, Inc. • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Group LLC 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 [ ], 2022 (the “Termination Date”) 1 but not thereafter, to subscribe for and purchase from Artelo Biosciences, Inc., a Nevada 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).
Exclusive License Agreement between The Research Foundation For The State University of New York and Artelo Biosciences, Inc.Exclusive License Agreement • April 17th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York
This agreement (hereinafter, “Agreement”) is made and is effective as of the date last signed (hereinafter, “Effective Date”) by and between The Research Foundation for The State University of New York, a nonprofit, educational corporation existing under the laws of the State of New York with an office located at the Office of Technology Licensing & Industry Relations, N5002 Frank Melville Jr. Memorial Library, Stony Brook, New York 11794-3369, for and on behalf of the State University of New York at Stony Brook, (hereinafter, “Foundation”), and Artelo Biosciences, Inc., a Nevada corporation, having a primary address at 888 Prospect Street, Suite 210, La Jolla, California 92037 (hereinafter, “Licensee”).
ARTELO BIOSCIENCES, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • January 14th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • California
This Amended and Restated Employment Agreement (the “Agreement”) is entered into as of August 30, 2019, and is effective as of June 20, 2019 (the “Effective Date”) by and between Artelo Biosciences, Inc. (the “Company”), and Gregory D. Gorgas (“Executive”).
EXCLUSIVE PATENT LICENSE AGREEMENT BETWEEN ANALOG BIOSCIENCES, INC. AND ARTELO BIOSCIENCES, INC. EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • August 4th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • California
This exclusive license agreement (“Agreement”) is effective July 3, 2017 (“Effective Date”), by and between (a) Analog Biosciences, Inc. (“Licensor”), a Nevada corporation, having an office at 1340 Specialty Dr., Ste i, Vista, CA 92081, and (b) Artelo Biosciences, Inc. (“Licensee”), a Nevada corporation having a principal place of business at 564 Wedge Lane, Fernley, NV 89408. Licensor and Licensee may be referred to herein, on occasion, individually as “Party” or collectively as “Parties”.
THIS AGREEMENT is dated 22 March 2017 BETWEENConsulting Agreement • April 7th, 2017 • Reactive Medical Inc. • Services-business services, nec • England and Wales
NOW, THEREFORE, in consideration of the promises, the mutual covenants, terms and conditions hereinafter set forth, THE PARTIES AGREE AS FOLLOWS:
NOTE REPAYMENT AGREEMENTNote Repayment Agreement • May 8th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec
THIS NOTE REPAYMENT AGREEMENT (this “Agreement”) is dated as of May 4, 2017, by and between Artelo Biosciences, Inc. (f/k/a Knight Knox Development Corp.) (“Maker”) and Malibu Investments Limited (“Holder”).
ARTELO BIOSCIENCES, INC.Stock Option Agreement • September 27th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • California
Unless otherwise defined herein, the terms defined in the 2018 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).
ContractStock Purchase Agreement • May 8th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • Nevada
STOCK PURCHASE AGREEMENT (“Agreement”) dated as of the 4th day of May, 2017, by and among Peter O’Brien (the “Seller”), David Moss (the “Purchaser”), and Artelo Biosciences, Inc. (f/k/a Reactive Medical Inc.), a Nevada corporation (the “Company”)
CONSULTING AGREEMENTConsulting Agreement • July 26th, 2019 • Artelo Biosciences, Inc. • Services-business services, nec • California
This Consulting Agreement (this "Agreement") is entered into effective as of 1st April 2018 by and between Artelo Biosciences, Inc. and Blackrock Ventures Ltd (the "Company"), Peter O'Brien ("Consultant").
EMPLOYMENT AGREEMENTEmployment Agreement • April 7th, 2017 • Reactive Medical Inc. • Services-business services, nec • California
Employment Agreement (this “Agreement”) is entered into by and between REACTIVE MEDICAL, INC. (the “Company”) and GREGORY D. GORGAS (“Employee”) as of April 3, 2017.
ARTELO BIOSCIENCES, INC. SERIES C COMMON STOCK PURCHASE WARRANTSubscription Agreement • September 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York
In connection with the purchase by the undersigned of Units of the Company, the undersigned is delivering this representation letter to the Subscription Agreement between the undersigned and the Company, the undersigned hereby represents, warrants and certifies to the Company that the undersigned is resident in British Columbia or is otherwise subject to the securities laws of British Columbia, and is either (A) an “accredited investor” within the meaning National Instrument 45-106 (Prospectus and Registration Exemptions) on the basis that the undersigned fits within that category of “accredited investor” identified on the attached Schedule to this Representation Letter beside which the undersigned has marked its initials; or (B) is purchasing the Units as a principal, and is (please initial all applicable descriptions):
KNIGHT KNOX DEVELOPMENT CORP. SUBSCRIPTION AGREEMENTSubscription Agreement • October 8th, 2014 • Knight Knox Development Corp. • Nevada
EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • May 8th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • California
This exclusive license agreement (“Agreement”) is effective May 2, 2017 (“Effective Date”), by and between (a) Analog Biosciences, Inc. (“Licensor”), a Nevada corporation, having an office at 1340 Specialty Dr., Ste i, Vista, CA 92081, and (b) Artelo Biosciences, Inc. (“Licensee”), a Nevada corporation having a principal place of business at 564 Wedge Lane, Fernley, NV 89408. Licensor and Licensee may be referred to herein, on occasion, individually as “Party” or collectively as “Parties”.
CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS DOCUMENT...Exclusive License Agreement • May 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York
This agreement (hereinafter, “Agreement”) is made and is effective as of the date last signed (hereinafter, “Effective Date”) by and between The Research Foundation for The State University of New York, a nonprofit, educational corporation existing under the laws of the State of New York with an office located at the Office of Technology Licensing & Industry Relations, N5002 Frank Melville Jr. Memorial Library, Stony Brook, New York 11794-3369, for and on behalf of the State University of New York at Stony Brook, (hereinafter, “Foundation”), and Artelo Biosciences, Inc., a Nevada corporation, having a primary address at 888 Prospect Street, Suite 210, La Jolla, California 92037 (hereinafter, “Licensee”).
MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENTMaterial and Data Transfer, Option and License Agreement • December 22nd, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • New York
THIS MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT (this “Agreement”) entered into on this December 20, 2017 (the “Signature Date”) by and between NEOMED Institute, a not-for-profit corporation established under the Not-for-Profit Corporations Act (Canada), having an address at 7171 Frederick-Banting, Saint-Laurent, Quebec H4S 1Z9, Canada (“NEOMED”), and Artelo Biosciences, Inc., a Nevada corporation, having an address at 888 Prospect Street, Suite 210, La Jolla, California 92037, U.S.A. (“Artelo”) shall be effective as of the Effective Date (as defined in Section 1.9 below). Each of NEOMED and Artelo may be referred to herein as a “Party”, or jointly as the “Parties”.
FIRST AMENDMENT TO MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENTMaterial and Data Transfer, Option and License Agreement • April 1st, 2019 • Artelo Biosciences, Inc. • Services-business services, nec
THIS FIRST AMENDMENT TO MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT (this “Amendment”) is made and entered as of January 4, 2019 (“Amendment Effective Date”), by and between NEOMED Institute, a not-for-profit corporation established under the Not-for-Profit Corporations Act (Canada), having an address at 7171 Frederick-Banting, Saint-Laurent, Quebec H4S 1Z9, Canada (“NEOMED”), and Artelo Biosciences, Inc., a Nevada corporation, having an address at 888 Prospect Street, Suite 210, La Jolla, California 92037, U.S.A. (“Artelo”).
FIRST AMENDMENT TO MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENTMaterial and Data Transfer, Option and License Agreement • April 15th, 2019 • Artelo Biosciences, Inc. • Services-business services, nec
THIS FIRST AMENDMENT TO MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT (this “Amendment”) is made and entered as of January 4, 2019 (“Amendment Effective Date”), by and between NEOMED Institute, a not-for-profit corporation established under the Not-for-Profit Corporations Act (Canada), having an address at 7171 Frederick-Banting, Saint-Laurent, Quebec H4S 1Z9, Canada (“NEOMED”), and Artelo Biosciences, Inc., a Nevada corporation, having an address at 888 Prospect Street, Suite 210, La Jolla, California 92037, U.S.A. (“Artelo”).
