SERIES E COMMON STOCK PURCHASE WARRANTHepalife Technologies Inc • May 17th, 2010 • Surgical & medical instruments & apparatus
THIS SERIES E COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________________________ (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 the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter (the “Exercise Period”), to subscribe for and purchase from HepaLife Technologies, Inc., a Florida corporation (the “Company”), up to _____________________ shares (the “Warrant Shares”) of common stock, par value $0.001 per share (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 1(b).
AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 11, 2010 BY AND AMONG HEPALIFE TECHNOLOGIES, INC., HT ACQUISITION CORP. and AQUAMED TECHNOLOGIES, INC.Agreement and Plan of Merger • May 17th, 2010 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida
This AGREEMENT AND PLAN OF MERGER, dated as of May 11, 2010 (this “Agreement”), is among HepaLife Technologies, Inc., a Florida corporation (“Parent”), HT Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and AquaMed Technologies, Inc., a Delaware corporation (the “Company”). Certain terms used in this Agreement are used as defined in Section 8.1.
Subscription Agreement By and BetweenSubscription Agreement • May 17th, 2010 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • New York
Hepalife Technologies, Inc., a Florida corporation (the “Company”) and the subscriber whose name is set forth on the signature pages affixed hereto (the “Subscriber”
STOCKHOLDER VOTING AGREEMENT AND IRREVOCABLE PROXYStockholder Voting Agreement and Irrevocable Proxy • May 17th, 2010 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Delaware
THIS STOCKHOLDER VOTING AGREEMENT AND IRREVOCABLE PROXY (this “Agreement”) is made, entered into, and effective as of May 11, 2010, by and among HepaLife Technologies, Inc., a Florida corporation (the “Company”), Harborview Master Fund LP (the “Agent”) and the persons listed on Schedule A to this Agreement (each, a “Stockholder” and, collectively, the “Stockholders”).
Palladium Capital Advisors, LLC New York, New York 10169Hepalife Technologies Inc • May 17th, 2010 • Surgical & medical instruments & apparatus • New York
This will confirm the understanding and agreement (the “Agreement”) between PALLADIUM CAPITAL ADVISORS, LLC, a Delaware limited liability company (“Palladium”), and HEPALIFE TECHNOLOGIES INC., a Florida corporation (the “Company”), as follows:
SERIES F COMMON STOCK PURCHASE WARRANT HEPALIFE TECHNOLOGIES, INC.Subscription Agreement • May 17th, 2010 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus
THIS SERIES F COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________________________ (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 the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter (the “Exercise Period”), to subscribe for and purchase from HepaLife Technologies, Inc., a Florida corporation (the “Company”), up to _____________________ shares (the “Warrant Shares”) of common stock, par value $0.001 per share (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 1(b).
ContractInvestor Relations Service Agreement • May 17th, 2010 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • New York
This Investor Relations Service Agreement is made and entered into between HepaLife Technologies, Inc. (the “Company”) and Cogito, Corp. (the “Consultant”) as of May 11, 2010.
