SERIES B PREFERRED STOCK INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • July 25th, 2023 • First Light Acquisition Group, Inc. • Biological products, (no disgnostic substances) • California
THIS SERIES B PREFERRED STOCK INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 16th day of June, 2023, by and among Calidi Biotherapeutics, Inc, a Nevada corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and any additional Investor (as defined in the Securities Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof].
MATERIALS LICENSE AGREEMENTMaterials License Agreement • July 25th, 2023 • First Light Acquisition Group, Inc. • Biological products, (no disgnostic substances) • Illinois
This Agreement made this 14th day of October, 2021 (“Effective Date”), by and between Northwestern University, an Illinois corporation having a principal office at 633 Clark Street, Evanston, Illinois 60208 (hereinafter, “Northwestern”) and Calidi Biotherapeutics, Inc., a Nevada corporation having a principal office at 11011 N. Torrey Pines Rd., Suite 200, La Jolla, CA 92037 (hereinafter, “Licensee”) (each a “Party” and collectively the “Parties”).
SHARE TRANSFER AGREEMENTShare Transfer Agreement • July 25th, 2023 • First Light Acquisition Group, Inc. • Biological products, (no disgnostic substances) • New York
THIS SHARE TRANSFER AGREEMENT (this “Agreement”) is entered into as of June 16, 2023 by and among First Light Acquisition Group, LLC, a Delaware series limited liability company (all of the series being collectively, the “Company”), Metric Finance Holdings I, LLC (“Metric”, and together with the Company, the “Sellers”), and Jackson Investment Group, LLC, a Georgia limited liability company (the “Investor”).
SHARE TRANSFER AGREEMENTShare Transfer Agreement • July 25th, 2023 • First Light Acquisition Group, Inc. • Biological products, (no disgnostic substances) • New York
THIS SHARE TRANSFER AGREEMENT (this “Agreement”) is entered into as of June 16, 2023 by and among First Light Acquisition Group, LLC, a Delaware series limited liability company (all of the series being collectively, the “Company”), Metric Finance Holdings I, LLC (“Metric”, and together with the Company, the “Sellers”), and Calidi Cure, LLC, a Delaware limited liability company (the “Investor”).
SECURITIES PURCHASE AGREEMENT among CALIDI BIOTHERAPEUTICS, INC. and JACKSON INVESTMENT GROUP, LLC and CALIDI CURE, LLC dated as of June 15, 2023Securities Purchase Agreement • July 25th, 2023 • First Light Acquisition Group, Inc. • Biological products, (no disgnostic substances) • California
This Securities Purchase Agreement (this “Agreement”), dated as of June 16, 2023, is entered into by and between Calidi Biotherapeutics, Inc., a Nevada corporation (the “Company”), Jackson Investment Group, LLC, a Georgia limited liability company, (“JIG”), severally and not jointly with Calidi Cure, LLC, a Delaware limited liability company (“Calidi Cure”), and jointly and severally with Calidi Cure, Allan J. Camaisa, an individual (“Camaisa”) (each of JIG, Calidi Cure, and Camaisa an “Investor” and collectively, the “Investors”).
