AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 9th, 2017 • Oragenics Inc • Pharmaceutical preparations • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 8th day of November, 2017 by and among Oragenics, Inc., a Florida corporation (the “Company”), and each of the several holders of Registrable Securities (as defined below) signatory hereto (each such holder, a “Holder” and, collectively, the “Holders”). Capitalized terms used herein have the respective meanings ascribed thereto in that certain Securities Purchase Agreement dated November 8, 2017 by and among the Company and the other parties signatory thereto (the “Purchase Agreement”) unless otherwise defined herein.
ORAGENICS, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 9th, 2017 • Oragenics Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 8, 2017, among Oragenics, Inc., a Florida corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECOND AMENDMENT TO EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • November 9th, 2017 • Oragenics Inc • Pharmaceutical preparations
This SECOND AMENDMENT TO EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Amendment”) is effective as of November 8, 2017 (the “Second Amendment Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20374 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”) and ORAGENICS, INC., a Florida corporation having its principal place of business at 4902 Eisenhower Boulevard, Suite 125, Tampa, FL 33634, U.S.A. (“Oragenics”). Intrexon on the one hand and Oragenics on the other hand may be referred to herein individually as a “Party”, and collectively as the “Parties.”
SECOND AMENDMENT TO EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • November 9th, 2017 • Oragenics Inc • Pharmaceutical preparations
This SECOND AMENDMENT TO EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Amendment”) is effective as of November 8, 2017 (the “Amendment Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20374 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), INTREXON ACTOBIOTICS NV, a naamloze vennootschap under Belgian law with registered offices at Technologiepark 4, 9052 Zwijnaarde (CBE no. 0882.251.820 (Ghent), Belgium (“Actobiotics”), and ORAGENICS, INC., a Florida corporation having its principal place of business at 4902 Eisenhower Boulevard, Suite 125, Tampa, FL 33634, U.S.A. (“Oragenics”). Intrexon and Actobiotics together on the one hand and Oragenics on the other hand may be referred to herein individually as a “Party”, and collectively as the “Parties.”
SECOND AMENDMENT TO STOCK ISSUANCE AGREEMENTStock Issuance Agreement • November 9th, 2017 • Oragenics Inc • Pharmaceutical preparations
This SECOND AMENDMENT TO STOCK ISSUANCE AGREEMENT (the “Amendment”) is effective as of November 8, 2017 (the “Amendment Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20374 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and ORAGENICS, INC., a Florida corporation having its principal place of business at 4902 Eisenhower Boulevard, Suite 125, Tampa, FL 33634, U.S.A. (the “Company”). Intrexon on the one hand and the Company on the other hand may be referred to herein individually as a “Party”, and collectively as the “Parties.”
Form of WarrantWarrant Agreement • November 9th, 2017 • Oragenics Inc • Pharmaceutical preparations • New York
This Warrant is issued pursuant to that certain Securities Purchase Agreement dated November 8, 2017 by and among the Company and the other parties signatory thereto (the “Purchase Agreement”).
AMENDMENT TO STOCK ISSUANCE AGREEMENTStock Issuance Agreement • November 9th, 2017 • Oragenics Inc • Pharmaceutical preparations
This AMENDMENT TO STOCK ISSUANCE AGREEMENT (the “Amendment”) is effective as of November 8, 2017 (the “Amendment Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20374 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and ORAGENICS, INC., a Florida corporation having its principal place of business at 4902 Eisenhower Boulevard, Suite 125, Tampa, FL 33634, U.S.A. (the “Company”). Intrexon on the one hand and the Company on the other hand may be referred to herein individually as a “Party”, and collectively as the “Parties.”
VOTING AGREEMENTVoting Agreement • November 9th, 2017 • Oragenics Inc • Pharmaceutical preparations
This letter will confirm the agreement of the undersigned shareholders of Oragenics, Inc., a Florida corporation (“Oragenics”), to vote all shares of voting stock over which the undersigned has voting control in favor of any written consent of shareholders presented to the undersigned or resolution presented to the shareholders of Oragenics to approve the convertibility of shares of Series B Convertible Preferred Stock into Common Stock and the exercisability of the Warrants for Common Stock as required by the New York Stock Exchange Market (together with any successor entity, the “NYSE”) rules as a result of the Series B Convertible Preferred Stock being issued for less than “Market Value” and the exercise price of the Warrants being less than “Market Value” pursuant to that certain Securities Purchase Agreement, dated as of November 8, 2017, among Oragenics and the purchasers signatory thereto (the “Purchase Agreement”) and the other agreements entered into in connection therewith or
DEBT CONVERSION AGREEMENTDebt Conversion Agreement • November 9th, 2017 • Oragenics Inc • Pharmaceutical preparations • Florida
This Debt Conversion Agreement (this “Agreement”) is dated as of November 8, 2017, among Oragenics, Inc., a Florida corporation (the “Company”), and Intrexon Corporation (“Intrexon”).
