REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 26, 2014, is by and among PV Nano Cell Ltd., a company formed in the State of Israel with offices located at 8 Hamasger St., PO Box 236, Migdal Ha-Emek, 2310102, Israel (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of _______ ___, 2017, between P.V. Nano Cell Ltd., a corporation formed under the laws of the State of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
Exhibit B Indemnification AgreementIndemnification Agreement • August 28th, 2019 • PV Nano Cell, Ltd. • Miscellaneous chemical products
THIS INDEMNIFICATION AGREEMENT (the “Agreement”), dated as of __________, 20__, is entered into by and between P.V. Nano Cell Ltd., an Israeli company whose address is 8 Hamasger Street Migdal Ha’Emek, Israel (the “Company”), and the undersigned Director or Officer of the Company whose name appears on the signature page attached hereto (the “Indemnitee”).
ContractWarrant Agreement • May 15th, 2019 • PV Nano Cell, Ltd. • Miscellaneous chemical products
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITES ACT OF 1933, AS AMENDED, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERTO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
Employment AgreementEmployment Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products
SIDE AGREEMENTSide Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This Side Agreement (“Letter”) is entered into as of July 20, 2014, by and between P.V. Nanocell Ltd., an Israeli company (“Company”), and IP Bank International (Suzhou) Co., Ltd. (“IPB”).
SUBSCRIPTION AGREEMENTSubscription Agreement • May 9th, 2024 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This Subscription Agreement (this “Agreement”) has been executed by the purchaser set forth on the signature page hereof (the “Purchaser”) in connection with the private placement offering (the “Offering”) by P.V. Nano Cell Ltd., a company formed under the laws of the State of Israel (the “Company”).
CONVERTIBLE LOAN AGREEMENTConvertible Loan Agreement • May 15th, 2019 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This CONVERTIBLE LOAN AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2018 (the “Effective Date”), by and among PV Nano Cell Ltd., an Israeli company (the “Company”), and GTRIMG Investments Ltd. an Israeli Company (the “Lender”).
Consultancy AgreementConsultancy Agreement • May 16th, 2022 • PV Nano Cell, Ltd. • Miscellaneous chemical products
WHEREAS the Company wishes to retain the Consultant services in his field of expertise and the Consultant agrees to provide Services (as defined below) as an independent contractor.
CONVERTIBLE LOAN AGREEMENTConvertible Loan Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
THIS CONVERTIBLE LOAN AGREEMENT (this “Agreement”) made as of the 28th day of October, 2010, by and between P.V. Nano Cell Ltd., an Israeli company, having its principal offices at 28 HaNapach st., South Industrial Zone, Migdal Ha’emek, 23100 Israel (the “Company”) and Israel Electric Corporation, having its principal offices at POBox 10, Haifa, 31000, Israel (the “Investor”).
Consultancy AgreementConsultancy Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
Whereas the Company wishes to retain the Consultant as an independent contractor, to serve as the Company's VP Sales and Marketing and to provide the Company with certain Services, as further detailed in Schedule A and as provided in this Agreement (the “Services”), and the Consultant agrees to provide such Services.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products
THIS SHARE EXCHANGE AGREEMENT is made and entered into as of December 3, 2017, by and among PV Nano Cell Ltd., an Israeli Company (the “Purchaser”), Digiflex Ltd., an Israeli company (the “Company”), the stockholders of the Company as set forth on the signature pages to this Agreement (collectively, the “Stockholders” and, individually, a “Stockholder” and together with the Company “Seller Parties”) and Moshe Zimmerman as Stockholder Representative (the “Stockholder Representative”).
PARTNERSHIP AGREEMENT – FUNCTIONAL FLUIDSPartnership Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products • England and Wales
AGREEMENTConsultancy Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
Dolev Bar-Guy Consulting and Management Ltd. with head office located at 7 Bialik Street, Zichron Ya’akov, Israel, a company fully owned by Dr. Fernando de La Vega (the “Company”).
SUBSCRIPTION AGREEMENTSubscription Agreement • May 16th, 2022 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This Subscription Agreement (this “Agreement”) has been executed by the purchaser set forth on the signature page hereof (the “Purchaser”) in connection with the private placement offering (the “Offering”) by P.V. Nano Cell Ltd., a company formed under the laws of the State of Israel (the “Company”).
FIRST AMENDMENT TO THE SIDE AGREEMENTFirst Amendment to the Side Agreement • July 10th, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This First Amendment to the Side Agreement dated July 20, 2014 (“Letter”) is entered into as of November 26, 2014, by and between P.V. Nanocell Ltd., an Israeli company (“Company”), and IP Bank International (Suzhou) Co., Ltd. (“IPB”).
FIRST AMENDMENT TO THE SIDE AGREEMENTFirst Amendment to the Side Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This First Amendment to the Side Agreement dated July 20, 2014 (“Letter”) is entered into as of November 26, 2014, by and between P.V. Nanocell Ltd., an Israeli company (“Company”), and IP Bank International (Suzhou) Co., Ltd. (“IPB”).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 10th, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
THIS SHARE PURCHASE AGREEMENT (this "Agreement") is made and entered into as of the 29 day of November 2009 (the “Effective Date”), by and among all the current shareholders of Nano Size Ltd. (the “Company”), as listed in Schedule 1 attached hereto (each a “Seller” and together the “Sellers”) and P.V. Nano Cell Ltd. (the "Purchaser").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 26, 2014, is by and among PV Nano Cell Ltd., a company formed in the State of Israel, with offices located at 8 Hamasger St., PO Box 236, Migdal Ha-Emek, 2310102, Israel (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (each individually, a “Buyer” and collectively, the “Buyers”).
STANDBY EQUITY DISTRIBUTION AGREEMENTStandby Equity Distribution Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products • New York
THIS STANDBY EQUITY DISTRIBUTION AGREEMENT dated as of July 2, 2015 (this “Agreement”) is made by and between YA GLOBAL MASTER SPV LTD., a Cayman Islands exempt limited partnership (the “Investor”), and PV NANO CELL LTD., a company formed in the State of Israel (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 10th, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 26, 2014, is by and among PV Nano Cell Ltd., a company formed in the State of Israel, with offices located at 8 Hamasger St., PO Box 236, Migdal Ha-Emek, 2310102, Israel (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (each individually, a “Buyer” and collectively, the “Buyers”).
PV Nano Cell Contracts InvestorSupply Agreement • July 25th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products
MIGDAL HA’EMEK, ISRAEL / ACCESSWIRE / July 24, 2018 / PV Nano Cell Ltd. or the “Company” (OTCQB: PVNNF), an innovative producer of single-crystal, metal nano metric based products and conductive digital inks which are also suitable for 3D printing, signed a supply agreement with Merck, a leading science and technology company. Supply quantities are targeted to ramp in 2018. This commercial agreement is a significant step for PV Nano Cell as its proprietary technology will be used by Merck in a wide range of diverse technology applications. Sales are expected to start immediately in Q3 2018.
SECOND ADDENDUM TO THE CONSULTANCY AGREEMENTConsultancy Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
WHEREAS the above parties have executed that certain Consultancy Agreement, effective as of September 9, 2009, and its First Addendum dated April 9, 2013 (together, the “Consultancy Agreement”); and
PV Nano Cell Sign Agreement with Allen Woods &Sales Agreement • April 26th, 2019 • PV Nano Cell, Ltd. • Miscellaneous chemical products
MIGDAL HA’EMEK, ISRAEL, April 22, 2019 (GLOBE NEWSWIRE) -- via NEWMEDIAWIRE – PV Nano Cell Ltd. (OTCQB: PVVNF), (the “Company”), an innovative provider of inkjet-based digital printing solutions and producer of single-crystal, metal nano-metric based products and conductive digital inks, and Allen Woods & Associates, a leading manufacturers’ representative in the Chicago, U.S. area, announced they have started a cooperation to distribute and sell PV Nano Cell printers and SicrysTM inks in the U.S. This commercial cooperation is a significant step for PV Nano Cell to expand its presence in the U.S. in general and in the Chicago area in particular.
FIRST ADDENDUM TO THE CONSULTANCY AGREEMENTConsultancy Agreement • July 10th, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
WHEREAS the above parties have executed that certain Consultancy Agreement, effective as of September 9, 2009 (the “Consultancy Agreement”); and
PV Nano Cell and Merck Sign a Supply Agreement for Sicrys - Validating Merck’s Attempt for Using Single Crystal Metal Particles - Business Expected to Start in Q3 2018Supply Agreement • July 2nd, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products
MIGDAL HA’EMEK, ISRAEL / ACCESSWIRE / July 2, 2018 /PV Nano Cell Ltd. (OTCQB: PVNNF), an innovative producer of single-crystal, metal nano metric based products and conductive digital inks which are also suitable for 3D printing, signed a supply agreement with Merck, a leading science and technology company. Supply quantities are targeted to ramp in 2018. This commercial agreement is a significant step for PV Nano Cell as its proprietary technology will be used by Merck in a wide range of diverse technology applications. Sales are expected to start immediately in Q3 2018.
FIRST ADDENDUM TO THE CONSULTANCY AGREEMENTConsultancy Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
WHEREAS the above parties have executed that certain Consultancy Agreement, effective as of September 9, 2009 (the “Consultancy Agreement”); and
FINANCIAL ADVISORY AGREEMENTFinancial Advisory Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products • New York
This agreement (“Agreement”) is made and entered into this January 9, 2017, between Sunrise Securities LLC (hereafter “Sunrise”) and PV Nano cell Ltd. (together with all subsidiaries, affiliates, successors and other controlled units, either existing or formed subsequent to the execution of this engagement, the “Company”).
SECOND ADDENDUM TO THE CONSULTANCY AGREEMENTConsultancy Agreement • July 10th, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
WHEREAS the above parties have executed that certain Consultancy Agreement, effective as of September 9, 2009, and its First Addendum dated April 9, 2013 (together, the “Consultancy Agreement”); and
SUPPLEMENT TO SHARE PURCHASE AGREEMENT DATED DECEMBER 27 2017 ("Original SPA")Supplement to Share Purchase Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products
THIS SUPPLEMENT TO THE ORIGINAL SPA (this "Supplement") is made as of January 3, 2018 by and among P.V. Nano Cell Ltd., a company incorporated under the laws of the State of Israel, with offices located at 8 Hamasger St., PO Box 236, Migdal Ha-Emek, 2310102, Israel (the "Company") and Jet CU P.C.B Ltd. (“Investor” or "Jet CU" respectively).
LOAN CONVERSION AND WARRANT CANCELLATION AGREEMENTLoan Conversion and Warrant Cancellation Agreement • May 16th, 2022 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This LOAN CONVERSION AND WARRANT CANCELLATION AGREEMENT (the “Agreement”) is made as of ___________ by and between P.V. NANO CELL LTD., a company formed under the laws of the State of Israel with executive offices at 8 Hamasger Street, Migdal Haemek, Israel ( “Company” or “PV Nano”) and ____________.
to CONVERTIBLE LOAN AGREEMENTConvertible Loan Agreement • July 10th, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This AMENDMENT (the “Amendment”) is made as of this __ day of April, 2012, to that certain Convertible Loan Agreement dated October 28, 2010 (the “Agreement”) by and between P.V. Nano Cell Ltd., an Israeli company (the “Company”) and Israel Electric Corporation (the “Investor”). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings set forth in the Agreement.
CONVERTIBLE LOAN AGREEMENTConvertible Loan Agreement • May 15th, 2019 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This CONVERTIBLE LOAN AGREEMENT (this “Agreement”) is made and entered into as of [●] (the “Effective Date”), by and among PV Nano Cell Ltd., an Israeli company (the “Company”), and [●] (the “Lender”).
to CONVERTIBLE LOAN AGREEMENTConvertible Loan Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
This AMENDMENT (the “Amendment”) is made as of this __ day of April, 2012, to that certain Convertible Loan Agreement dated October 28, 2010 (the “Agreement”) by and between P.V. Nano Cell Ltd., an Israeli company (the “Company”) and Israel Electric Corporation (the “Investor”). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings set forth in the Agreement.
AGREEMENT File Number 211 - 11 - 026Investment Agreement • September 2nd, 2015 • PV Nano Cell, Ltd. • Miscellaneous chemical products
The Government of the State of Israel in the name of the State of Israel and which is represented by the Director General in the Ministry of the National Infrastructure together with the comptroller of the Ministry (hereinafter - the "Ministry")
