And Exchange Agreement Sample Contracts

EXHIBIT 4.7 AMENDMENT
And Exchange Agreement • April 11th, 2008 • Rada Electronic Industries LTD • Wholesale-electronic parts & equipment, nec
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UFOOD RESTAURANT GROUP, INC. SUBSCRIPTION AND EXCHANGE AGREEMENT
And Exchange Agreement • November 3rd, 2010 • UFood Restaurant Group, Inc. • Services-motion picture & video tape distribution • Massachusetts
AMENDMENT AND EXCHANGE AGREEMENT
And Exchange Agreement • February 22nd, 2024 • RiskOn International, Inc. • Services-computer processing & data preparation • Nevada

THIS AMENDMENT AND EXCHANGE AGREEMENT (this “Agreement”), dated as of February 21, 2024, is entered into by and among RiskOn International, Inc. (f/k/a BitNile Metaverse, Inc.), a Nevada corporation (the “Company”), and the undersigned holder (or holders) of securities of the Company (each, a “Holder Entity”, and collectively, the “Holder”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Securities Purchase Agreement (as defined below).

CONSENT, WAIVER, AMENDMENT AND EXCHANGE AGREEMENT
And Exchange Agreement • November 20th, 2008 • Capital Growth Systems Inc /Fl/ • Services-business services, nec

THIS CONSENT, WAIVER, AMENDMENT AND EXCHANGE AGREEMENT (the“Agreement”), dated as of November ___, 2008, is entered into by and among Capital Growth Systems, Inc., a Florida corporation (the “Company”), and the persons identified as “Holders” on the signature pages hereto (the “Holders”). Defined terms not otherwise defined herein shall have the meanings set forth in the March Purchase Agreement (as defined below).

FIRST AMENDMENT TO STOCK PURCHASE, CONTRIBUTION, AND EXCHANGE AGREEMENT
And Exchange Agreement • March 16th, 2005 • Us Xpress Enterprises Inc • Trucking (no local) • Delaware

THIS FIRST AMENDMENT TO THE STOCK PURCHASE, CONTRIBUTION, AND EXCHANGE AGREEMENT (this “First Amendment”), dated as of December 7, 2004, by and among ATS ACQUISITION HOLDING CO., a Delaware corporation (the “Company”), XPRESS HOLDINGS, INC., a Nevada corporation (“Investor”), and the undersigned Management Stockholder amends the Stock Purchase, Contribution, and Exchange Agreement (the “Agreement”), dated as of October 21, 2004, among the Company, Investor, and the Management Stockholders identified in the Agreement. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.

AMENDMENT AND EXCHANGE AGREEMENT
And Exchange Agreement • May 5th, 2020 • New York

This Amendment and Exchange Agreement (this “Agreement”) is made as of the __th day of April, 2017 by and between, Interpace Diagnostics Group, Inc., a Delaware corporation (the “Company”) and the holder identified on the signature page hereto (“Investor”). Capitalized terms not defined herein shall have the meaning as set forth in the Initial Exchange Agreement (as defined below).

FORM OF AMENDMENT AND EXCHANGE AGREEMENT
And Exchange Agreement • September 3rd, 2019 • Bat Group, Inc. • National commercial banks

This Amendment and Exchange Agreement (the “Agreement”) is entered into as of the 30th day of August, 2019 (the “Effective Date”), by and among Bat Group, Inc. (formerly known as China Bat Group, Inc.), a Delaware corporation (the “Company”), and the undersigned holder of the Existing Warrant (as defined below) (the “Holder”), with reference to the following facts:

LITIGATION SETTLEMENT, SECURITIES PURCHASE, RELINQUISHMENT AND EXCHANGE AGREEMENT
And Exchange Agreement • June 29th, 2007 • Markland Technologies Inc • Measuring & controlling devices, nec • New York

This Litigation Settlement, Securities Purchase, Relinquishment and Exchange Agreement (this “Agreement”) is made and entered into as of June 11, 2007, among Markland Technologies, Inc., a Florida corporation (“Markland” or the “Company”), the investors signatory hereto (each such investor is a “Investor” and all such investors are, collectively, the “Investors”) and the holders signatory hereto (each such holder is a “Holder,” and all such holders are, collectively, the “Holders”).

AMENDMENT NO. 1 TO NOTE AMENDMENT AND EXCHANGE AGREEMENT Dated as of January 28, 2009
And Exchange Agreement • February 3rd, 2009 • Oscient Pharmaceuticals Corp • Pharmaceutical preparations • New York

This Amendment No. 1 (the “Amendment”) to the Note Amendment and Exchange Agreement (the “Agreement”) dated November 17, 2003 by and among Oscient Pharmaceuticals Corporation (formerly known as Genome Therapeutics Corp.) (the “Parent”) and each of the holders set forth on Schedule A and Schedule B of the Agreement (the “Holders”) is entered into as of the date first written above. Capitalized terms used and not otherwise defined in this Amendment are used herein as defined in the Agreement.

CONTRIBUTION AND EXCHANGE AGREEMENT
And Exchange Agreement • April 5th, 2005 • Ev3 Inc. • Delaware

This Contribution and Exchange Agreement, dated as of April 4, 2005 (the "Agreement"), is entered into by and among the institutional stockholders listed on Schedule I hereto (each, a "Stockholder" and collectively, the "Stockholders"), ev3 LLC, a Delaware limited liability company ("ev3 LLC"), ev3 Inc., a Delaware corporation (the "Company"), and Micro Therapeutics, Inc., a Delaware corporation ("MTI"). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in Section 9.1 of this Agreement.

EX-10.2 2 dex102.htm AMENDMENT AND EXCHANGE AGREEMENT AMENDMENT AND EXCHANGE AGREEMENT
And Exchange Agreement • May 5th, 2020 • New York

AMENDMENT AND EXCHANGE AGREEMENT (the “Agreement”), dated as of March 13, 2008, by and among Nanogen Inc., a Delaware corporation, with headquarters located at 10398 Pacific Center Court, San Diego, California 92121 (the “Company”), and (the “Investor”).

CONSENT, AMENDMENT AND EXCHANGE AGREEMENT
And Exchange Agreement • August 4th, 2009 • Advanced Cell Technology, Inc. • Pharmaceutical preparations
FORM OF AMENDMENT AND EXCHANGE AGREEMENT
And Exchange Agreement • August 18th, 2014 • LabStyle Innovations Corp. • Surgical & medical instruments & apparatus • New York

This AMENDMENT AND EXCHANGE AGREEMENT (the “Agreement”), dated as of August [ ], 2014, is made by and among LabStyle Innovations Corp., a Delaware corporation, with headquarters located at 9 Halamish Street, Caesarea Industrial Park, 38900, Israel (the ”Company”), and the Company investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Securities Purchase Agreement (as defined below).

RECITALS
And Exchange Agreement • April 20th, 1999 • Henley Healthcare Inc • Surgical & medical instruments & apparatus • New York
NOTE AMENDMENT AND EXCHANGE AGREEMENT AMONG GENESOFT PHARMACEUTICALS, INC., GENOME THERAPEUTICS CORP. AND THE HOLDERS LISTED ON THE SIGNATURE PAGES HERETO DATED AS OF NOVEMBER 17, 2003
And Exchange Agreement • December 15th, 2003 • Genome Therapeutics Corp • In vitro & in vivo diagnostic substances • New York

NOTE AMENDMENT AND EXCHANGE AGREEMENT dated as of November 17, 2003 (this “Agreement”), by and among Genesoft Pharmaceuticals, Inc., a Delaware corporation (the “Company”), Genome Therapeutics Corp., a Massachusetts Corporation (“Parent”), each of the holders set forth on Schedule A attached hereto (each a “December Holder” and collectively the “December Holders”) and each of the holders set forth on Schedule B attached hereto (each an “April Holder” and collectively the “April Holders,” and each December Holder and each April Holder, a “Holder” and collectively the “Holders”) .

EX-10.1 3 f8k100318ex10-1_helios.htm OCTOBER 2018 AMENDMENT AND EXCHANGE AGREEMENT BY AND BETWEEN THE COMPANY AND THE REMAINING JUNE HOLDER, DATED OCTOBER 4, 2018 OCTOBER 2018 AMENDMENT AND EXCHANGE AGREEMENT
And Exchange Agreement • May 5th, 2020

This Amendment and Exchange Agreement (the “Agreement”) is entered into as of the 4th day of October, 2018, by and between Helios and Matheson Analytics Inc., a Delaware corporation with offices located at Empire State Building, 350 5th Avenue, New York, New York 10118 (the “Company”) and the investor signatory hereto (the “Holder”), with reference to the following facts:

FORM OF EXCHANGE AGREEMENT]
And Exchange Agreement • August 4th, 2011 • Pacific Ethanol, Inc. • Industrial organic chemicals

This Second Amendment and Exchange Agreement (the “Agreement”), dated as of August 3, 2011, is by and between Pacific Ethanol, Inc., a Delaware corporation with offices located at 400 Capitol Mall, Suite 2060, Sacramento, CA 95814 (the “Company”), and the holder identified on the signature page hereto (“Holder”).

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