AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • March 19th, 2021 • Akers Biosciences, Inc. • In vitro & in vivo diagnostic substances • New York
This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Amendment”) is made as of March 16, 2020, by and among Akers Biosciences, Inc., a New Jersey corporation (“Parent”), XYZ Merger Sub Inc., a Florida corporation (“Merger Sub”), and MYMD Pharmaceuticals, Inc., a Florida corporation (“Company”). Parent, Merger Sub and Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” Capitalized terms used but not defined herein shall have the meanings assigned to them in the Merger Agreement (defined below).
CONTRIBUTION AND ASSIGNMENT AGREEMENTContribution and Assignment Agreement • March 19th, 2021 • Akers Biosciences, Inc. • In vitro & in vivo diagnostic substances • Delaware
This Contribution and Assignment Agreement (this “Agreement”) is entered into as of March 18, 2021, by and among Akers Biosciences Inc., a New Jersey corporation (“Akers”), Cystron Biotech LLC, a Delaware limited liability company (“Cystron”), and Oravax Medical Inc., a Delaware corporation (the “Company”).
TERMINATION AND RELEASE AGREEMENTTermination and Release Agreement • March 19th, 2021 • Akers Biosciences, Inc. • In vitro & in vivo diagnostic substances • New York
This Termination and Release Agreement (this “Termination Agreement”) is entered into as of March 18, 2021, by and among Akers Biosciences Inc., a New Jersey corporation (“Akers”), Cystron Biotech LLC, a Delaware limited liability company (“Cystron”), [***], an individual, Premas Biotech Pvt. Ltd. (“Premas”), Cutter Miller Capital LLC (“CMC”) and Run Ridge LLC (“Run Ridge,” and, together with [***], Premas and CMC, the “Cystron Sellers”). The Cystron Sellers, together with Akers and Cystron, are referred to herein as the “Parties,” and each, a “Party”.
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • March 19th, 2021 • Akers Biosciences, Inc. • In vitro & in vivo diagnostic substances • New Jersey
This AMENDMENT NO. 1 TO THE RIGHTS AGREEMENT (this “Amendment”) is dated as of March 18, 2021 and amends that certain Rights Agreement, dated as of September 9, 2020 (the “Rights Agreement”), by and between AKERS BIOSCIENCES, INC., a New Jersey corporation (the “Company”), and VSTOCK TRANSFER, LLC, a California limited liability company, as rights agent (the “Rights Agent”). Capitalized terms used in this Amendment and not otherwise defined herein have the meaning given to such terms in the Rights Agreement.
