BULLFROG AI HOLDINGS, INC. PRE-FUNDED COMMON STOCK PURCHASE WARRANTBullFrog AI Holdings, Inc. • February 6th, 2024 • Pharmaceutical preparations • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [________] or its assigns (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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bullfrog AI Holdings, Inc., a Nevada corporation (the “Company”), up to [______] shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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 2(b).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • October 19th, 2022 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, <HOLDER>., or its assigns (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 fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bullfrog AI Holdings, Inc., a Nevada corporation (the “Company”), up to <WARRANT SHARES> shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant issued pursuant to a Securities Purchase Agreement (the “Purchase Agreement”) entered into as of the Initial Exercise Date between the Company and the initial Holder.
ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTEBullFrog AI Holdings, Inc. • October 19th, 2022 • Pharmaceutical preparations
THIS ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE is duly authorized and validly issued at a 10% original issue discount by Bullfrog AI Holdings, Inc., a Nevada corporation (the “Company”) (the “Note”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 19th, 2022 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April [*], 2022, by and between BullFrog AI Holdings, Inc., a Nevada corporation (the “Company”), and each lender party that executes the signature page hereto as a purchaser (each, a “Purchaser” and collectively, the “Purchasers”).
BULLFROG AI HOLDINGS, INC. UNDERWRITING AGREEMENT 1,297,318 Units, Each Consisting of One Share of Common Stock, One Warrant to Purchase One Share of Common Stock, and One Non-tradeable Warrant to Purchase One Share of Common StockUnderwriting Agreement • February 21st, 2023 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • New York
BULLFROG AI HOLDINGS, INC., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom WallachBeth Capital, LLC is acting as Representative (the “Representative”), an aggregate of 1,297,318 Units (the “Firm Units”), each Firm Unit consisting of: (i) one share of the Company’s common stock, $0.00001 par value per share (the “Common Stock”); (ii) one tradeable warrant to purchase one share of Common Stock (the “Firm Tradeable Warrants”); and , and one non-tradeable warrant the “Firm Non-tradeable Warrants” and together with the Firm Tradeable Warrants, the “Firm Warrants”). The 1,297,318 shares of Common Stock referred to in this Section are hereinafter referred to as the “Firm Shares” together with the Firm Units and the Firm Warrants, the “Firm Securities.” The Firm Warrants shall be issued pursuant to and shall have the ri
WARRANT AGENT AGREEMENTWarrant Agent Agreement • February 21st, 2023 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • New York
This Warrant Agent Agreement (this “Warrant Agreement”), dated as of February 16, 2023 (the “Issuance Date”) is between Bullfrog AI Holdings, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), and VStock Transfer, LLC, a California limited liability company (the “Warrant Agent”).
BULLFROG AI HOLDINGS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 6th, 2024 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • New York
BULLFROG AI HOLDINGS, INC., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom WallachBeth Capital, LLC is acting as Representative (the “Representative”), an aggregate of 1,507,139 shares (each, a “Firm Share” and in aggregate, the “Firm Shares”) of the Company’s common stock, $0.00001 par value per share (the “Common Stock”) (or pre-funded warrants (each, a “Firm Pre-Funded Warrant,” and in the aggregate, the “Firm Pre-Funded Warrants”) to purchase one share of Common Stock (the “Firm Pre-Funded Warrant Shares”) at an exercise price of $0.001 per share of Common Stock until such time as the Pre- Funded Warrant is exercised in full, subject to adjustment as provided in the Pre-Funded Warrant in lieu thereof), and an aggregate of 1,507,139 warrants (each, a “Firm Warrant,” and in the aggregate, the “Firm Warrants”)
FORM OF WARRANT AGENT AGREEMENTForm of Warrant Agent Agreement • February 6th, 2024 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • New York
This Warrant Agent Agreement (this “Warrant Agreement”), dated as of [__], 2024 (the “Issuance Date”) is between Bullfrog AI Holdings, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), and VStock Transfer, LLC, a California limited liability company (the “Warrant Agent”).
CONFIDENTIAL THE GEORGE WASHINGTON UNIVERSITY Patent License AgreementPatent License Agreement • December 8th, 2022 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • District of Columbia
This Patent License Agreement (this “Agreement”) is between the George Washington University, a congressionally chartered not-for-profit corporation (“University”) located in the District of Columbia, and BullFrog AI Holdings, Inc., a Nevada corporation, having a principal place of business at 325 Ellington Blvd., #317, Gaithersburg, MD 20878 (“Company”). This Agreement will become effective as of January 14th, 2022 (the “Effective Date”). University and Company are collectively or individually, the “Parties” or “Party”.
LICENSE AGREEMENTLicense Agreement • December 8th, 2022 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • Maryland
This license agreement (the “Agreement”) is entered into and made effective as of July 8, 2022 (the “Effective Date”) between The Johns Hopkins University Applied Physics Laboratory LLC, a Maryland limited liability company, having business offices at 11100 Johns Hopkins Road, Laurel, Maryland 20723 (“APL”) and BullfrogAI, Inc., a Delaware corporation having business offices at P.O. Box 336, Boyds, Maryland 20841 (“Licensee”). For purposes of this Agreement, APL and Licensee may be individually referred to as a “Party,” and collectively referred to as the “Parties.”
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • December 8th, 2022 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • Maryland
This AGREEMENT is entered into by and between the Johns Hopkins University (“JHU”), a Maryland corporation having an address at 3400 N. Charles Street, Baltimore, Maryland, 21218- 2695, and BullFrog AI Holdings, Inc., (“LICENSEE”), a Nevada corporation having an address at 325 Ellington Blvd., #317, Gaithersburg, MD 20878, and is effective on the 22nd day of February, 2022 (“EFFECTIVE DATE”).
COMMERCIAL AGREEMENTCommercial Agreement • October 20th, 2023 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • Maryland
This COMMERCIAL AGREEMENT (this “Agreement”) is entered into as of October 16, 2023 (the “Effective Date”), by and between Lieber Institute, Inc. (d/b/a: Lieber Institute for Brain Development) (“LIBD”) and BullFrog AI Management, LLC (“BFAI” or “BullFrogAI”). Each of BFAI and LIBD is sometimes referred to individually herein as a “Party” and collectively as the “Parties”.
Amendment No. 1 to License Agreement with BullfrogAI, Inc.License Agreement • June 5th, 2023 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations
The License Agreement, effective July 8, 2021, (“Agreement”) between The Johns Hopkins University Applied Physics Laboratory LLC (“APL”) and BullfrogAI, Inc., a Delaware corporation (“Licensee”) having business offices at 325 Ellington Blvd. #317 Gaithersburg, MD 20878, is, as of June 1, 2023, amended in accordance with Section 12.8 of the Agreement, as follows (“Amendment No. 1”):
LICENSE AGREEMENTLicense Agreement • December 8th, 2022 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations
This License Agreement (“Agreement”) is between The Johns Hopkins University Applied Physics Laboratory LLC, a Maryland limited liability company, with its principal office at 11100 Johns Hopkins Road, Laurel, MD 20723-6099 (hereinafter “JHU/APL”) and Bullfrog Al Inc. (hereinafter “Company”), having an address at PO Box 336, Boyds, MD 20841.
LICENSE AGREEMENTLicense Agreement • October 19th, 2022 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • Maryland
This license agreement (the “Agreement”) is entered into and made effective as of July 8, 2022 (the “Effective Date”) between The Johns Hopkins University Applied Physics Laboratory LLC, a Maryland limited liability company, having business offices at 11100 Johns Hopkins Road, Laurel, Maryland 20723 (“APL”) and BullfrogAI, Inc., a Delaware corporation having business offices at P.O. Box 336, Boyds, Maryland 20841 (“Licensee”). For purposes of this Agreement, APL and Licensee may be individually referred to as a “Party,” and collectively referred to as the “Parties.”
DATA USE AND TECHNOLOGY PARTNERSHIP AGREEMENTData Use and Technology Partnership Agreement • September 14th, 2023 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • Maryland
This Data Use and Technology Partnership Agreement (the “Agreement”) is made effective as of September 7, 2023 (“Effective Date”), by and between the Lieber Institute, Inc. (d/b/a: Lieber Institute for Brain Development) (“LIBD”) and BullFrog AI Management, LLC (“BullFrogAI”). LIBD and BullFrogAI are hereinafter individually referred to as a “Party” and collectively as the “Parties”.
EXCHANGE AGREEMENTExchange Agreement • October 19th, 2022 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations
This Exchange Agreement is made this 2nd day of June, 2020 by and between Bullfrog AI Holdings, Inc. a Nevada corporation (“Holdings”), and Vininder (Vin) Singh.
Gerald R. Newman & AssociatesPersonal and Confidential • October 19th, 2022 • BullFrog AI Holdings, Inc. • Pharmaceutical preparations • California
This Business Services Development Agreement (the “Agreement”) confirms the terms and conditions of the engagement of Gerald R. Newman, (“CONSULTANT”) by BullFrog AI Holdings, Inc., a Delaware Corporation (the “Company”) to render certain professional services to the Company.
