CREDIT LINE AGREEMENTCredit Line Agreement • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
This Credit Line Agreement (this "Agreement") is made as of the 20 day of August, 2014 (the "Effective Date"), by and between Check-Cap Ltd., an Israeli company number 51-425981-1, with offices at Abba Ushi Avenue, Isfiya 30090, Mount Carmel, Israel (the "Company") and each of the lenders identified in Exhibit A attached hereto (each, a "Lender" and together, the "Lenders" and each Lender and the Company separately, a "Party" and together, the "Parties").
CHECK- CAP LTD. PREFERRED D2 WARRANT To purchase ______ Preferred D2 Shares (subject to adjustment) of Check-Cap Ltd. (the "Company") at a per share price and subject to the terms detailed below VOID AFTER 17:00 p.m. Israel Standard Time on the last...Preferred D2 Warrant • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
THIS IS TO CERTIFY THAT, ____________________ (the "Holder"), is entitled to purchase from the Company, an aggregate of up to __________ (as may be adjusted hereunder) Preferred D2 Shares of the Company, nominal value NIS 0.01 per share (the "Warrant Shares"), at an aggregate purchase price of US$ __________, reflecting an exercise price of US$0.47135 (the "Exercise Price"), during the Warrant Period.
WARRANT To purchase Ordinary Shares of: Check-Cap Ltd. VOID AFTER 24:00 p.m. (prevailing Israel Standard Time) On the last day of the Warrant Period (as defined below)Check-Cap LTD • December 23rd, 2014 • X-ray apparatus & tubes & related irradiation apparatus
WHEREAS, on or about May 11, 2010 Check-Cap Ltd. (the "Company") has granted Mr. Guy Neev options to purchase up to 1,995,475 Ordinary Shares par value NIS 0.01 each (the "Neev Options"); and
CHECK- CAP LTD. PREFERRED D1 WARRANT To purchase _________ Preferred D1 Shares (subject to adjustment) of Check-Cap Ltd. (the "Company") at a per share price and subject to the terms detailed below VOID AFTER 17:00 p.m. Israel Standard Time on the...Preferred D1 Warrant • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
THIS IS TO CERTIFY THAT, ________________ (the "Holder"), is entitled to purchase from the Company, an aggregate of up to ________ (as may be adjusted hereunder) Preferred D1 Shares of the Company, nominal value NIS 0.01 per share (the "Warrant Shares"), at an aggregate purchase price of US$ ________, reflecting an exercise price of US$0.37708 (the "Exercise Price"), during the Warrant Period.
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
This Indemnification Agreement (this "Agreement") is made as of _________, 2014, by and between Check-Cap Ltd., a company incorporated under the laws of the State of Israel (the "Company") and Mr. _________, ID No. __________ ("Indemnitee").
SHARE PURCHASE AGREEMENTShare Purchase Agreement • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
THIS SHARE PURCHASE AGREEMENT (this "Agreement"), is made as of the 4th day of March, 2011 (the "Effective Date"), by and between Check Cap Ltd., an Israeli company (registered no. 514259811) having its main place of business at Abba Hushi Ave, Isfiya, Haifa, Israel (the "Company"), and each of the Investors identified in each of those Investor's Schedules attached hereto, (each an "Investor" and together the "Investors").
AMENDED AND RESTATED SHAREHOLDERS' AGREEMENTShareholders' Agreement • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
THIS AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT (this "Agreement"), is made as of October 14, 2014, by and among (i) Check-Cap Ltd. (company number 51-4259811), a company organized under the laws of the State of Israel (the "Company"), (ii) Pontifax (Cayman) II L.P., Pontifax (Israel) II L.P., and Pontifax (Israel) II - Individual Investors L.P. (collectively, "Pontifax"), (iii) the Shareholders listed in Schedule A hereto (together with Pontifax, the "Shareholders"), and (iv) the entities listed in Schedule B hereto (collectively, the "Lenders").
AGREEMENT FOR ASIC DESIGN AND DEVELOPMENT BY AND BETWEEN POLITECNICO DI MILANO AND CHECK-CAP, LTD Agreement For ASIC Design And DevelopmentAgreement for Asic Design And • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
THIS AGREEMENT FOR ASIC DESIGN AND DEVELOPMENT (the “Agreement”) is entered into as of November 26, 2009 by and between Politecnico di Milano (hereinafter referred to as “Politecnico”), Polo di Como, a separate Polo of Politecnico di Milano (hereinafter referred to as “Polo di Como”), with seat in Piazza Leonardo da Vinci, 32, post code 20133 Milano (taxpayer’s code number 80057930150, VAT number 04376620151) represented by Pro-rector of Polo Regionale di Como, Prof. Roberto Negrini, authorized to enter into this Agreement according to art. 7 of the Regulation concerning Performances on commission issued with Rectorial Decree No. 7/AG dated 28/01/2005 (for the agreements signed by the Management the authorization according to art. 4.4 of the above-mentioned Regulation is compulsory).
ASSET TRANSFER AGREEMENTAsset Transfer Agreement • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
This ASSET TRANSFER AGREEMENT (this “Agreement”) is made and entered into as of May 31, 2009 (the “Effective Date”) by and among Check-Cap, LLC., a Delaware corporation (the “Company”), and Check-Cap Ltd. an Israeli company (“New Check-Cap”).
ADDENDUM TO CREDIT LINE AGREEMENTCredit Line Agreement • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
This Addendum to Credit Line Agreement (the "Addendum") dated as of October 14, 2014, is made by and among Check-Cap Ltd. (the "Company") and the Lenders listed in the Agreement, as defined below (each, a "Lender" and collectively, the "Lenders"). Each Lender and the Company separately, a "Party" and together, the "Parties".
SECOND ADDENDUM TO CREDIT LINE AGREEMENTCredit Line Agreement • December 23rd, 2014 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
This Second Addendum to Credit Line Agreement (the "Addendum") dated as of December 22, 2014, is made by and among Check-Cap Ltd. (the "Company") and the Lenders listed on Exhibit A of the Agreement, as defined below (each, a "Lender" and collectively, the "Lenders"). Each Lender and the Company separately, a "Party" and together, the "Parties".
