0001213900-18-006295 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of _______ ___, 2017, between P.V. Nano Cell Ltd., a corporation formed under the laws of the State of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).

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Employment Agreement
Employment Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products
Consultancy Agreement
Consultancy Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products

WHEREAS the Company wishes to retain the Consultant services in his field of expertise and the Consultant agrees to provide Services (as defined below) as an independent contractor.

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products

THIS SHARE EXCHANGE AGREEMENT is made and entered into as of December 3, 2017, by and among PV Nano Cell Ltd., an Israeli Company (the “Purchaser”), Digiflex Ltd., an Israeli company (the “Company”), the stockholders of the Company as set forth on the signature pages to this Agreement (collectively, the “Stockholders” and, individually, a “Stockholder” and together with the Company “Seller Parties”) and Moshe Zimmerman as Stockholder Representative (the “Stockholder Representative”).

FINANCIAL ADVISORY AGREEMENT
Financial Advisory Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products • New York

This agreement (“Agreement”) is made and entered into this January 9, 2017, between Sunrise Securities LLC (hereafter “Sunrise”) and PV Nano cell Ltd. (together with all subsidiaries, affiliates, successors and other controlled units, either existing or formed subsequent to the execution of this engagement, the “Company”).

SUPPLEMENT TO SHARE PURCHASE AGREEMENT DATED DECEMBER 27 2017 ("Original SPA")
Supplement to Share Purchase Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products

THIS SUPPLEMENT TO THE ORIGINAL SPA (this "Supplement") is made as of January 3, 2018 by and among P.V. Nano Cell Ltd., a company incorporated under the laws of the State of Israel, with offices located at 8 Hamasger St., PO Box 236, Migdal Ha-Emek, 2310102, Israel (the "Company") and Jet CU P.C.B Ltd. (“Investor” or "Jet CU" respectively).

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products

THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of May 8th , 2018 by and among P.V. Nano Cell Ltd., a company incorporated under the laws of the State of Israel, with offices located at 8 Hamasger St., PO Box 236, Migdal Ha-Emek, 2310102, Israel (the “Company”) and Slobel. (“Investor”).

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products

THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of December 27, 2017 by and among P.V. Nano Cell Ltd., a company incorporated under the laws of the State of Israel, with offices located at 8 Hamasger St., PO Box 236, Migdal Ha-Emek, 2310102, Israel (the “Company”) and Jet CU P.C.B Ltd. (“Investor” or “Jet CU” respectively).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 15th, 2018 • PV Nano Cell, Ltd. • Miscellaneous chemical products • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August 16, 2017, between P.V. Nano Cell Ltd., a corporation formed under the laws of the State of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).

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