REGULATION S STOCK PURCHASE AGREEMENT Dated June 4, 2009 For PIMI AGRO CLEANTECH, INC. COMMON STOCKRegulation S Stock Purchase Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services • New York
COMMON STOCK PURCHASE WARRANT To Purchase 145,985 Shares of Common Stock of PIMI AGRO CLEANTECH, INC.Security Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, EARTHBOUND LLC (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 the close of business on June 15, 2009 (the “Termination Date”) but not thereafter, to subscribe for and purchase from PIMI AGRO CLEANTECH, INC., a Delaware corporation (the “Company”), up to 145,985 shares (the “Warrant Shares”) of Common Stock, par value $.01 per share, of the Company (the “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).
Addendum to An Investment Agreement Dated 13.11.2005 Signed in ______, on the 15, of November, 2006 BetweenInvestment Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
PERSONAL CONTRACT OF EMPLOYMENT Made and signed on the 27th day of November 2006 BETWEEN: PIMI MARION HOLDINGS LTD, PC 513497123 of POB 117, Hotzot Alonim 30049 (hereinafter referred to as “the Company”) of the one part AND: YUVAL SELAI, ID 54960158...Personal Contract of Employment • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
PIMI AGRO CLEANTECH INC.2009 Share Incentive Plan • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services • Delaware
In addition to the issuance of Awards under the relevant tax regimes in the United States of America and the State of Israel, the Plan contemplates issuances to Grantees in other jurisdictions with respect to which the Committee is empowered to make the requisite adjustments in the Plan and set forth the relevant conditions in the Company’s agreement with the Grantee in order to comply with the requirements of the tax regimes in any such jurisdictions.
OVERSEAS MARKET DEVELOPMENT CONSULTANCY AGREEMENT Executed on 9th January 2008 in Ramat Gan BETWEEN: PIMI MARION HOLDINGS LTD, PC 513497123 POB 117 Hotzot Alonim, Kibbutz Alonim (hereinafter referred to as “the Customer”) AND: THE CENTER FOR POTATO...Overseas Market Development Consultancy Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
UNPROTECTED TENANCY AGREEMENT Made at Kibbutz Alonim this 30th day of December 2008Tenancy Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
WHEREAS the Landlord is the exclusive owner of the rights in the structure of the premises involved in this agreement having an area of 70 sq.m. and situated at the Kibbutz (hereinafter referred to as “the premises”);
PERSONAL CONTRACT OF EMPLOYMENT Made in Ramat Gan on 31st August 2005 BETWEEN: PIMI MARION HOLDINGS LTD, PC 513497123 of POB 117, Hotzot Alonim 30049 (hereinafter referred to as “the Company”) of the one part AND: AVI LEVY, ID 050549930 of Hakarkum 2,...Personal Contract of Employment • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
Letter of Intent dated 20th Day of January 2009Letter of Intent • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
Between : Vegiesafe LLC a Limited Liability Company registered in New York whose address is 126 Fifth Avenue 4th Floor New York, NY 10011-5629 USA ("Vegiesafe") and Between Pimi Agro CleanTech Ltd. a company registered in Israel whose address is POB 107 Kibutz Alonim, Israel ("Pimi").
REGULATION S STOCK PURCHASE AGREEMENT Dated June 4, 2009 For PIMI AGRO CLEANTECH, INC. COMMON STOCKRegulation S Stock Purchase Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services • New York
AGREEMENTShare Purchase Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services • Tel-Aviv
This Share Purchase Agreement (“Agreement”) signed on 13 November , 2005 by and between Pimi Marion Holdings Ltd, (Company number 51-349712-3), incorporated in the State of Israel (“The Company”) and Mr. Nimrod Ben-Yehuda, I.D. 051795631 and Omdan Consulting and Instructing LTD private company no. 51-146831-6, (jointly and severally: the “Shareholders”) from one side, and Mr. Alon Carmel and JNS Capital LLC (jointly and severally: “The Investors”) from the other side.
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Securities Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
Agreement This Agreement is made on the 11 Day of November 2005 BetweenIntellectual Property Transfer Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
PERSONAL SERVICE AGREEMENT Made and signed on the 19 day of November 2008 BETWEEN: Pimi Agro Cleantech LTD. Company Number 513497123 from POB 117, Hotzot Alonim 30049 (hereinafter referred to as “the Company”) of the one part AND: Avi Lifshitz, CPA...Personal Service Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
ADDENDUM TO AGREEMENT Made this 24 day of April 2009Voting Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
ContractDistribution Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services • England
Certain portions of the exhibit have been omitted based upon a request for confidential treatment. The non- public information has been filed separately with the commission.
AGREEMENTConsulting Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
Exchange Agreement Made this 27 day of April, 2009 By and amongExchange Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services • New York
Pimi Agro Cleantech Inc, a company registered in the State of Delaware, USA (“Pimi Inc.”) and Pimi Agro Cleantech Ltd. a limited liability company registered in the Israeli Companies Registrar under registration Number 513497123 ("Pimi Israel"), and All The Shareholders of Pimi Israel, a list of which is attached as Exhibit "A" attached hereto (the "Shareholders");
Agreement This Agreement is made on the 11 Day of Novemeber 2005Distribution Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
Memorandum of Understanding BetweenMemorandum of Understanding • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
Wagner Regulatory Associates, Inc. Agreement for ServicesAgreement for Services • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
AGREEMENT Made in Tel Aviv this 12th day of July 2004Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
REGISTRATION ASSISTANCE AGREEMENTRegistration Assistance Agreement • July 2nd, 2009 • Pimi Agro Cleantech, Inc. • Agricultural services
