FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 18th, 2024 • 374Water Inc. • Motors & generators • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 14, 2024 between 374Water Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
INCENTIVE STOCK OPTION AGREEMENT PARTIESIncentive Stock Option Agreement • April 21st, 1998 • Vyrex Corp • Pharmaceutical preparations • California
W I T N E S S E T H:Securities Purchase Agreement • November 20th, 1997 • Vyrex Corp • Pharmaceutical preparations • New York
EXHIBIT 10.5Memorandum of Understanding • January 14th, 1998 • Vyrex Corp • Pharmaceutical preparations
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • December 22nd, 2022 • 374Water Inc. • Motors & generators • New York
NONSTATUTORY STOCK OPTION AGREEMENT PARTIESNonstatutory Stock Option Agreement • April 21st, 1998 • Vyrex Corp • Pharmaceutical preparations • California
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 18th, 2024 • 374Water Inc. • Motors & generators • New York
FORM OF COMMON STOCK PURCHASE WARRANT 374WATER INC.Common Stock Purchase Warrant • November 18th, 2024 • 374Water Inc. • Motors & generators
THIS COMMON STOCK 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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the date that is the five year anniversary of the Issue Date of this Warrant (the “Termination Date”) but not thereafter, to subscribe for and purchase from 374Water Inc., a Delaware corporation (the “Company”), up to ________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
AGREEMENT AND PLAN OF MERGER among POWERVERDE INC., 374WATER ACQUISITION CORP. and 374WATER, INC. April 16, 2021Merger Agreement • April 22nd, 2021 • Powerverde, Inc. • Motors & generators
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of April 16, 2021, by and among POWERVERDE INC., a Delaware corporation (“Parent”), 374WATER ACQUISITION CORP., a Delaware corporation and wholly-owned subsidiary of Parent (“Acquisition Corp.”), and 374WATER, INC., a Delaware corporation (the “Company”).
EXHIBIT 4.3Registration Rights Agreement • November 20th, 1997 • Vyrex Corp • Pharmaceutical preparations • New York
EMPLOYMENT AGREEMENTEmployment Agreement • August 22nd, 2011 • Powerverde, Inc. • Motors & generators • Florida
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 15th day of June, 2011 (the “Effective Date”), and is by and between POWERVERDE, INC., a Delaware corporation (the “Company”), and MARK P. PRINZ, an individual (the “Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 23rd, 2023 • 374Water Inc. • Motors & generators • North Carolina
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 16th day of June, 2023 (the “Effective Date”), and is by and between 374WATER INC., a Delaware corporation (the “Company”), and ISRAEL DAVID ABITBOL, an individual (the “Employee”).
ASSIGNMENT OF INTELLECTUAL PROPERTY AGREEMENTAssignment of Intellectual Property Agreement • October 20th, 2016 • Powerverde, Inc. • Motors & generators • Florida
WHEREAS, pursuant to a Patent License Agreement between Assignor as Licensor and Epalex Corporation (“Epalex”) as Licensee dated as of July 11, 2011, as amended as of November 24, 2013 (the “License Agreement”), Assignor has granted to Epalex an exclusive license to commercialize certain products using the Licensed Technology (the “Licensed Products”) in exchange for certain consideration payable to or on behalf of Assignor; and
AGREEMENT AND PLAN OF MERGERMerger Agreement • October 21st, 2005 • Vyrex Corp • Pharmaceutical preparations • Nevada
THIS AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”) dated as of October 17, 2005, is made and entered into by and between Vyrex Corporation, a Nevada corporation (the “Parent”) and Vyrex (Delaware) Corporation, a Delaware corporation (the “Subsidiary”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 16th, 2020 • Powerverde, Inc. • Motors & generators • Florida
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 1st day of September, 2020 (the “Effective Date”), and is by and between POWERVERDE, INC., a Delaware corporation (the “Company”), and Richard H. Davis, an individual (the “Employee”).
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • June 16th, 2022 • 374Water Inc. • Motors & generators • Delaware
This Board of Directors Agreement (this “Agreement”), is effective as of June 13, 2022 is between 374Water Inc., a Delaware corporation, having a principal place of business at 701 W. Main Street, Suite 410, Durham, NC 27701 (“374Water” or “Company”), and _______________, an individual, with a principal address at ________________________(“Director”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 1st, 2022 • 374Water Inc. • Motors & generators
This First Amendment to Employee Agreement (the “First Amendment”) is entered into as of January 26, 2022 (the “Effective Date”) by and among 374WATER INC., a Delaware corporation (the “Company”) and YAACOV NAGAR (the “Employee”).
MARKET AWARENESS CONSULTING AGREEMENTConsulting Agreement • November 17th, 2009 • Powerverde, Inc. • Motors & generators • California
This Consulting Agreement (this “Agreement”) is entered into as of October 20, 2009, by and between PowerVerde, Inc. (the “Company”), and Del Mar Corporate Consulting, LLC (the “Consultant”).
AGREEMENTSettlement Agreement • February 9th, 2012 • Powerverde, Inc. • Motors & generators • Florida
THIS AGREEMENT (this “Agreement”), dated as of February 3, 2012, is by and between POWERVERDE, INC., a Delaware corporation (“PowerVerde”), and NEWTON INVESTMENTS BV, a Dutch corporation based in Leeuwarden, Netherlands (“Newton”). The foregoing parties are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • November 14th, 2019 • Powerverde, Inc. • Motors & generators
THIS MEMORANDUM OF UNDERSTANDING (MOU) is dated as of November 06, 2019, between PowerVerde Inc., a Delaware corporation (“PV”) and 374Water Inc., a Delaware corporation (“374”).
LICENSE AGREEMENTLicense Agreement • July 8th, 2016 • Powerverde, Inc. • Motors & generators • Delaware
THIS AGREEMENT (the “Agreement”), dated as of the 1st day of June, 2016 (the “Effective Date”), is by and between PowerVerde, Inc., a Delaware corporation (“PWVI”), and Helidyne LLC, a Utah limited liability company (“Helidyne”).
CONTRACTED CONSULTING SERVICES AGREEMENTContracted Consulting Services Agreement • April 7th, 2011 • Powerverde, Inc. • Motors & generators • Arizona
This Agreement is made effective as of 02/01/2011, by and between PowerVerde, Inc. of 35th St, Glendale, AZ 85310 and PowerVerde Consulting Services, Inc. of 19130 59th Dr NE, Arlington, WA 98223.
SECURITY AGREEMENTSecurity Agreement • May 16th, 2013 • Powerverde, Inc. • Motors & generators • Florida
THIS SECURITY AGREEMENT (the “Security Agreement”) is entered into as of the 31st day of December, 2012, by and between (i) POWERVERDE INC., a Delaware corporation with its principal office located at 420 S. Dixie Highway, Suite 4B, Coral Gables, Florida 33146 (the “Debtor”) and (ii) the investors listed on the signature page of this Agreement (the “Investors”) acting through Edward C. Gomez as their agent for purposes of this Agreement (the “Agent”), having an address of 6527 Seward Park Avenue S., Seattle, Washington 98118 (“Secured Party”).
LICENSE AGREEMENTLicense Agreement • September 30th, 2011 • Powerverde, Inc. • Motors & generators • Florida
THIS AGREEMENT (the “Agreement”), dated the 29th day of September, 2011 (the “Effective Date”), is by and between PowerVerde, Inc., a Delaware corporation (“PWVI”), and Newton Investments B.V., a Dutch corporation (“Newton”).
Intellectual Property Transfer AgreementIntellectual Property Transfer Agreement • April 15th, 2009 • Powerverde, Inc. • Motors & generators • California
This is an agreement between PowerVerde, Inc., hereinafter “PV”, a public corporation with its principal office at Phoenix, AZ, and Edward C. Gomez, hereinafter “Gomez”, an individual, residing at Benicia, CA, regarding the transfer of ownership of certain patents and other intellectual property owned by the Vyrex Corporation prior to merger and name change to PowerVerde, Inc. Gomez may assign this agreement to any entity controlled by him at transfer.
AGREEMENT AND PLAN OF MERGER among VYREX CORPORATION, VYREX ACQUISITION CORPORATION and POWERVERDE, INC. February 11, 2008Merger Agreement • February 12th, 2008 • Vyrex Corp • Pharmaceutical preparations
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of February 11, 2008, by and among VYREX CORPORATION, a Delaware corporation (“Parent”), VYREX ACQUISITION CORPORATION, a Delaware corporation and wholly-owned subsidiary of Parent (“Acquisition Corp.”), and POWERVERDE, INC., a Delaware corporation (the “Company”).
Form of Lock-Up AgreementLock-Up Agreement • November 18th, 2024 • 374Water Inc. • Motors & generators
COLLABORATION AGREEMENTCollaboration Agreement • February 8th, 2001 • Vyrex Corp • Pharmaceutical preparations • California
THIS COLLABORATION AGREEMENT effective as of August 1, 1997 (the "Agreement"), is entered into between THE IMMUNE RESPONSE CORPORATION, a Delaware corporation ("IRC"), having a place of business located at 5935 Darwin Court, Carlsbad, California 92008, and VYREX CORPORATION, a Nevada corporation ("Vyrex"), having a place of business located at 2159 Avenida de la Playa, La Jolla, California 92037.
CONSULTING AGREEMENTConsulting Agreement • May 16th, 2013 • Powerverde, Inc. • Motors & generators • Florida
THIS CONSULTING AGREEMENT (“Agreement”) is made and entered into as of the 25th day of October, 2012 (the “Effective Date”), and is by and between POWERVERDE, INC., a Delaware corporation (the “Company”), and WASTE HEAT SOLUTIONS, LLC, a California limited liability company (the “Consultant”).
SERVICES AGREEMENTServices Agreement • February 12th, 2008 • Vyrex Corp • Pharmaceutical preparations • Arizona
This SERVICES AGREEMENT (the “Agreement”) is entered into this 1st day of February, 2008 (the “Effective Date”), by and between FRED BARKER dba BARKER ENGINEERING (“Barker Engineering”), and POWERVERDE, INC., a Delaware corporation (“PowerVerde”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 22nd, 2024 • 374Water Inc. • Motors & generators • Delaware
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of May 16, 2024 (the “Effective Date”), between 374WATER INC., a Delaware corporation (the “Company”), and BRAD MEYERS, an individual (the “Executive”).
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • April 5th, 2012 • Powerverde, Inc. • Motors & generators • Florida
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is entered into as of March 30, 2012, by and between BRYCE JOHNSON (“Johnson”), PAUL KELLY, (“Kelly”), and VINCE HILS (“Hils”) (Hils, Johnson and Kelly are individually referred to as a “Seller” and collectively as the “Sellers”), and POWERVERDE, INC., a Delaware corporation (the “Buyer”). The Buyer and each of the Sellers are sometimes referred to in this Agreement as a “Party” and collectively as the “Parties.”
MANUFACTURING AND SERVICE AGREEMENTManufacturing and Service Agreement • July 13th, 2021 • 374Water Inc. • Motors & generators • Delaware
This Manufacturing and Service Agreement (this “Agreement”), effective as of 07th July 2021 (the “Effective Date”), is entered into by and between 374Water Systems, Inc., a Delaware corporation, having an address at 3710 Shannon Road, #51788, Durham, NC 27717 (“374Water”), and Merrell Bros. Fabrication, LLC, an Indiana limited liability company, having a place of business at 8811 West 500 North, Kokomo, IN 46901 (“Manufacturer”).
LICENSE AGREEMENTLicense Agreement • April 22nd, 2021 • Powerverde, Inc. • Motors & generators • North Carolina
This Agreement is effective as of April 16, 2021 (the “EFFECTIVE DATE”), between 374Water, Inc., (“LICENSEE”) having the address in Article 12 below, and Duke University, a nonprofit educational and research institution organized under the laws of North Carolina (“DUKE”), each a “Party” and together, the “Parties”. LICENSEE and DUKE hereby agree as follows:
AGREEMENTSurrender Agreement • October 22nd, 2012 • Powerverde, Inc. • Motors & generators • Florida
THIS AGREEMENT (this “Agreement”), dated as of October 16, 2012, is by and among POWERVERDE, INC., a Delaware corporation (the “Company”), GEORGE KONRAD, (“Konrad”), and ARIZONA RESEARCH AND DEVELOPMENT INC., an Arizona corporation owned by Konrad (“ARD”).
