UNDERWRITING AGREEMENT between Foresight Autonomous Holdings Ltd. and as Representative of the Several Underwriters FORESIGHT AUTONOMOUS HOLDINGS LTD.Underwriting Agreement • March 18th, 2019 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • New York
As Representative of the several Underwriters named on Schedule 1 attached hereto 590 Madison Avenue, 36th Floor New York, New York 10022
FORESIGHT AUTONOMOUS LIMITED AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit AgreementDeposit Agreement • December 27th, 2016 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • New York
DEPOSIT AGREEMENT dated as of __________, 2017 among FORESIGHT AUTONOMOUS LIMITED, 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.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 29th, 2020 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 28, 2020 between Foresight Autonomous Holdings 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”).
Foresight Autonomous Holdings LtdForesight Autonomous Holdings Ltd. • May 20th, 2020 • Services-prepackaged software • New York
Foresight Autonomous Holdings Ltd. American Depositary Shares, each Representing Five Ordinary Shares SALES AGREEMENTSales Agreement • January 22nd, 2021 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • New York
Foresight Autonomous Holdings Ltd., a company organized under the laws of Israel (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners, as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 8th, 2023 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 7, 2023, between Foresight Autonomous Holdings 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”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 8th, 2023 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 29th, 2020 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • New York
SERVICES AGREEMENT (the “Agreement”) Made and Entered into on 5th Day of January, 2016.Services Agreement • May 11th, 2017 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software
Whereas The Company is contemplating to close a merger transaction by way of an exchange of stock with 4Eyes Autonomous Ltd. (hereinafter: the “Merger Transaction” and “4Eyes”, respectively); and
Second Addendum to the Software Development Services Agreement of January 5, 2016Foresight Autonomous Holdings Ltd. • March 31st, 2022 • Services-prepackaged software
Whereas the service provider provides software development services to the company, under an agreement of January 5, 2016 (hereinafter: ‘the Agreement’), which was approved by the general meeting of the company’s parent company, Foresight Autonomous Holdings Ltd. (hereinafter: ‘Foresight Holdings’), on December 22, 2015, for a period of up to three years;
Director’s and Officers’ Letter of IndemnityForesight Autonomous Holdings Ltd. • May 11th, 2017 • Services-prepackaged software
Whereas __________, Identity Card No. __________, of __________ (hereinafter: the "Officeholder") has been serving in Foresight Autonomous Holdings Ltd., Public Co. No. 520036062 (hereinafter: the "Company"), as a director, since __________ and as __________ , since __________ and may serve in the future in additional and/or alternatives positions with the Company and/or on its behalf, in accordance with the Company’s resolutions as adopted from time to time; and
SERVICES AGREEMENT Made and Entered into on the 5th Day of January 2016.Services Agreement • May 11th, 2017 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software
Whereas The Company is contemplating to close a merger transaction by way of an exchange of stock with 4Eyes Autonomous Ltd. (hereinafter: the “Merger Transaction” and “4Eyes”, respectively); and
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 11th, 2017 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software
This Share Purchase Agreement (this “Agreement”) is made and entered into as of the 4th day of August, 2016 (the “Effective Date”) by and between Railvision Ltd., a company incorporated under the laws of the State of Israel, registration number 5154441541 (the “Company”), the Founders (as defined below) and Capitalink Ltd., (“Capitalink“), Foresight Autonomous Holdings Ltd. (“Foresight”), and Amir Uziel Consulting Ltd. (“Uziel”) (each, an “Investor”; and collectively, the “Investors”). The Company, the Founders and the Investors are collectively referred to herein as the “Parties”, and each separately as a “Party”.
Summary Translation of Services Agreement Dated January 5, 2016Summary Translation of Services Agreement • December 27th, 2016 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software
On January 5, 2016, Magna BSP Ltd. (the “Parent”) entered into a services agreement (the “Agreement”) with Foresight Automotive Ltd. (under its previous name, Four Eyes Autonomous Ltd.) (the “Subsidiary”). The parties entered into the Agreement in connection with the merger agreement (the “Merger Agreement”) dated October 11, 2015 by and among the Parent, the Subsidiary and Foresight Autonomous Holdings Ltd. (under its previous name, Asia Development A.D.B.M. Ltd.).
SPECIAL PERSONAL EMPLOYMENT AGREEMENTSpecial Personal Employment Agreement • February 23rd, 2017 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software
Between: ASIA PITUACH (A.D.B.M.) LTD., Public Company No.: 520036062 of 7 Jabotinsky Street, Ramat Gan, Israel (hereinafter: the "Company" or the "Employer") On the One Part;
Software Development Services Agreement Made and Entered into in Tel Aviv on the 5th of January, 2016, (hereinafter: the “Agreement”)Software Development Services Agreement • February 23rd, 2017 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software
Whereas The Company, the Customer and ASIA PITUACH (A.D.B.M.) Ltd. (hereinafter: “Asia”) had entered on October 11, 2015, into a Merger transaction (hereinafter: the “Merger Agreement”); and
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 11th, 2020 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 9, 2020, between Foresight Autonomous Holdings 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”).
AGREEMENT Made and Entered into in Tel Aviv on the 11th of October, 2015Agreement • May 11th, 2017 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • Tel-Aviv
Whereas: The Company is a public company, whose shares are traded on the Tel Aviv Stock Exchange Ltd. (hereinafter: the “Stock Exchange”); and
Agreement for Tax Exempt Transfer of Assets Made and Entered into in Tel Aviv on the 5th of January, 2016, (hereinafter: the “Agreement”)Foresight Autonomous Holdings Ltd. • February 23rd, 2017 • Services-prepackaged software
Whereas: MAGNA operates in the field of development and marketing of new products and innovative technologies based on passive 3D electro-optics radar, in three main fields of activities: One - Border security, protected facilities and industry (hereinafter: the “Security Field”); two - aviation security and prevention of air traffic accidents (hereinafter: the “Aviation Field”); and three - car safety through products installed in the car for prevention of road accidents (hereinafter: the “Car Safety Field”); and
Summary Translation of Asset Transfer Agreement Dated January 5, 2016Foresight Autonomous Holdings Ltd. • December 27th, 2016 • Services-prepackaged software
On January 5, 2016, Foresight Automotive Ltd. (under its previous name, Four Eyes Autonomous Ltd.) (the “Subsidiary”), a private Israeli company, entered into an Asset Transfer Agreement (the “Agreement”) with Magna BSP Ltd. (“Magna”), the sole shareholder of the Subsidiary. Magna operates in the field of research and development of radar-based products and technologies, relating to border security, flight safety and vehicle safety. The Subsidiary was established for the purpose of concentrating the field of vehicle safety in a separate legal entity. The parties entered into the Agreement, with retroactive effect to October 11, 2015, in connection with the merger agreement (the “Merger Agreement”) dated October 11, 2015 by and among the Parent, the Subsidiary and Foresight Autonomous Holdings Ltd. (under its previous name, Asia Development A.D.B.M. Ltd.).
Summary Translation of Merger Agreement Dated October 11, 2015Translation of Merger Agreement • December 27th, 2016 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software
On October 11, 2015 Foresight Autonomous Holdings Ltd. (under its previous name, Asia Development A.D.B.M. Ltd.), a publicly traded Israeli company (the “Company”), entered into a merger agreement (the “Agreement”) with Foresight Automotive Ltd. (under its previous name, Four Eyes Autonomous Ltd.) (the “Subsidiary”), a private Israeli company and with Magna BSP Ltd. (“Magna”), the sole shareholder of the Subsidiary. The Subsidiary operates in the field of research and development of a radar based on the assets of Magna, relating to the field of vehicle safety.
FORESIGHT AUTONOMOUS HOLDINGS LTD. American Depositary Shares, each Representing Thirty Ordinary Shares SALES AGREEMENTSales Agreement • June 14th, 2024 • Foresight Autonomous Holdings Ltd. • Services-prepackaged software • New York
Foresight Autonomous Holdings Ltd., a company organized under the laws of Israel (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners, as follows:
Foresight Autonomous Holdings Ltd. American Depositary Shares, each Representing Five Ordinary Shares SALES AGREEMENTForesight Autonomous Holdings Ltd. • October 2nd, 2020 • Services-prepackaged software • New York
Foresight Autonomous Holdings Ltd., a company organized under the laws of Israel (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners, as follows:
First Addendum to the Software Development Services Agreement of January 5, 2016Foresight Autonomous Holdings Ltd. • March 31st, 2022 • Services-prepackaged software
Whereas the service provider provides software development services to the company, under an agreement of January 5, 2016 (hereinafter: ‘the Agreement’), which was approved by the general meeting of the company’s parent company, Foresight Autonomous Holdings Ltd. (hereinafter: ‘Foresight Holdings’), on December 22, 2015, for a period of up to three years;
Third Addendum to the Software Development Services Agreement of January 5, 2016Foresight Autonomous Holdings Ltd. • March 27th, 2024 • Services-prepackaged software
Whereas the service provider provides software development services to the company, under an agreement of January 5, 2016 (hereinafter: ‘the Agreement’), which was approved from time to time by the general meeting of the company’s parent company, Foresight Autonomous Holdings Ltd. (hereinafter: ‘Foresight Holdings’), last of which on January 31, 2022;
