THIS NOTE (AS HEREINAFTER DEFINED) AND THE SECURITIES ISSUABLE IN ACCORDANCE HEREWITH HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OF THE UNITED STATES OF AMERICA (THE "ACT") AND MAY NOT...10% Note • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • New York
This Note is issued pursuant to the Securities Purchase Agreement dated as of March 29, 2007, by and between Company and the Investors (as defined therein) (the "Purchase Agreement") and is subject to all of the terms and conditions stated in such Purchase Agreement, which is hereby incorporated herein in full by reference.
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • New York
This WAIVER AND AMENDMENT AGREEMENT, dated as of September 30, 2008 (this "Agreement"), is entered into by and between Proteonomix, Inc. a Delaware corporation (the "Company"), and Isaac Sambrowsky (the “Investor”) (collectively the “Parties”).
ASSIGNMENT OF TECHNOLOGIES AND PATENT APPLICATIONS FROM MICHAEL COHEN TO PROTEONOMIX, INC.Assignment of Technologies and Patent Applications • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • New York
This Assignment Agreement (the “Agreement”) is made this 1st day of July, 2009, by and between Michael Cohen, residing at 7 Stanford Court, West Orange, New Jersey 07052 (the “Assignor”); Proteonomix, Inc., a Delaware corporation (“Proteonomix”) with offices at 187 Mill Lane, Mountainside, New Jersey 07092 (together, the “Parties”).
STOCK PURCHASE AGREEMENT between ALBERT ANOUNA and NATIONAL STEM CELL, INC. regarding stock in SPERM BANK OF NEW YORK , INC. dated January 14, 2005Stock Purchase Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • New York
THIS STOCK PURCHASE AGREEMENT, dated this 14 day of January,2005, between ALBERT ANOUNA, residing at 25 Central Park West, Apartment 18Q, New York,
Oral Agreement with San-Mar LaboratoriesOral Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations
San-Mar Laboratories, Inc. with a headquarters address at 4 Warehouse Lane, Elmsford, New York10523, has entered into an oral agreement with the Company and its subsidiary, Proteoderm, Inc., on January 2, 2009.
EMPLOYMENT AGREEMENTEmployment Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • Delaware
THIS EMPLOYMENT AGREEMENT (the “Agreement”) dated as of July 1, 2009 by and between Proteonomix, a Delaware corporation, (“Proteonomix”), with its principal place of business at 187 Mill Lane, Mountainside, New Jersey 07052 and Robert D. Kohn, residing at 7320 NW 68th Avenue, Parkland, Florida 33067 (the “Executive”) (collectively the "Parties").
LICENSE AGREEMENTLicense Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • Maryland
THIS LICENSE AGREEMENT (the "Agreement") is entered into by and between THE JOHNS HOPKINS UNIVERSITY, a Maryland corporation having an address at 3400 N. Charles Street, Baltimore, Maryland, 21218-2695 ("JHLP') and National Stem Cell, a Delaware Corporation having an address at 1130 Route 22 West, Mountainside, NJ 07092 ("Company"), with respect to the following:
CONSULTING AGREEMENTConsulting Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • Delaware
THIS CONSULTING AGREEMENT (the “Agreement”) dated May 19, 2008 by and between National Stem Cell Holding, Inc., a Delaware corporation, (“National Stem Cell Holding”), with its principal place of business at 187 Mill Lane, Mountainside, New Jersey 07052 and Kenneth Steiner, M.D., residing at 411 Osprey Lane, Brielle, New Jersey 08730 (the “Executive”) (collectively the "Parties").
JOEL PENSLEYAgreement for Legal Services • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations
This letter will describe the basis on which I will provide those services. In addition, it will address specific matters that are required to be set forth in writing by the standards of bar association pursuant to which I practice. It is preferable to put these matters in writing so that they are completely understood and agreed to at the commencement of our engagement. If you have any comments or questions concerning the terms of this engagement, or if you would like to discuss possible modifications, please do not hesitate to phone.
FEE-FOR-SERVICE SUPPLY AGREEMENT (University of Miami/National Stem Cell, Inc.)Fee-for-Service Supply Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • Florida
This Agreement ("Agreement) entered into this 27th day of May , 2008, by and between the University of Miami on behalf of Interdisciplinary Stem Cell Institute of the Miller School of Medicine ("University"), having an address at 1507 Levante Avenue, Coral Gables, Florida and National Stem Cell, Inc. ("Company"), having an address at 187 Mill Lane, Mountainside, New Jersey 07052 to conduct the on-going services for the Company described in Exhibit A ('Project") attached hereto made a part hereof.
ORAL AGREEMENT RE: CASH ADVANCES BY MICHAEL COHEN AND JOEL PENSLEY TO PROTEONOMIX, INC.Cash Advance Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations
This document represents the terms and conditions of oral agreements relating to cash advances by Michael Cohen and Joel Pensley (individually a “Lender” and collectively the “Lenders”) to Proteonomix, Inc. (or under its former name National Stem Cell Holding, Inc.) (the “Company”).
BioGenetics’ Oral Agreements: Lease of premises to National Stem Cell, Inc., Management of sperm collection and cryo-storage Sublet agreement with Roosevelt-St. Luke’s HospitalLease Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations
The terms and conditions of the oral agreement by and between National Stem Cell, Inc. and BioGenetics, Inc. relating to premises at 187 Mill Lane, Mountainside, New Jersey 07052
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENT, dated as of March 29, 2007 (this "Agreement"), is entered into by and between National Stem Cell Holding, Inc. a Delaware corporation (the "Company"), and the investors listed on Schedule 1 hereto (each, an "Investor" and, collectively, the "Investors").
