Hepalife Technologies Inc Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 28th, 2017 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of February 27, 2017, between Alliqua BioMedical, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 8th, 2009 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus

This Registration Rights Agreement (this “Agreement”) is made and entered into as of ____________________ , between HepaLife Technologies, Inc., a Florida corporation (the “ Company ”) and each of the several purchasers signatory hereto (each such purchaser, a “ Subscriber ” and, collectively, the “ Subscribers ”).

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COMMON STOCK PURCHASE WARRANT Alliqua BioMedical, Inc.
Alliqua BioMedical, Inc. • April 4th, 2017 • Surgical & medical instruments & apparatus

THIS 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 April 3, 2017 (the “Initial Exercise Date”), and on or prior to the close of business on March 29, 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Alliqua BioMedical, Inc., a Delaware 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). This Warrant is issued pursuant to that certain Underwriting Agreement, dated as of March 29, 2017, by and between H.C. Wainwright & Co., LLC and the Company (the “Underwriting Agreement”).

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NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...
Hepalife Technologies Inc • July 8th, 2009 • Surgical & medical instruments & apparatus

THIS SERIES C 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 second year anniversary of the Initial Exercise Date (the “ Termination Date ”) but not thereafter, to subscribe for and purchase from HepaLife Technologies, Inc., a Florida corporation (the “ Company ”), up to _____________________ shares (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).

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COMMON STOCK PURCHASE WARRANT ADYNXX, INC.
Common Stock Purchase Warrant • October 11th, 2019 • Adynxx, Inc. • Surgical & medical instruments & apparatus • New York

THIS WARRANT TO PURCHASE COMMON STOCK (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 [ISSUE DATE] (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on , 20241 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Adynxx, Inc., a Delaware 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).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 8th, 2019 • Adynxx, Inc. • Surgical & medical instruments & apparatus • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of [_____, 2019 between Adynxx, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 24th, 2006 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of January 20, 2006, by and between HEPALIFE TECHNOLOGIES, INC., a Florida corporation, (the "Company"), and FUSION CAPITAL FUND II, LLC (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").

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9,473,250 Shares ALLIQUA BIOMEDICAL, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • March 31st, 2017 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • New York
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INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 7th, 2013 • Alliqua, Inc. • Surgical & medical instruments & apparatus • Florida

This Indemnification Agreement, dated as of February 4, 2013, is made by and between Alliqua, Inc., a Florida corporation (the “Corporation”) and David Johnson (the “Indemnitee”).

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Indemnity Agreement
Indemnity Agreement • November 14th, 2019 • Adynxx, Inc. • Surgical & medical instruments & apparatus • Delaware

This Indemnity Agreement (the “Agreement”) is made and entered into as of , 20 , between Adynxx, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).

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NONQUALIFIED STOCK OPTION AGREEMENT ALLIQUA BIOMEDICAL, INC.
Nonqualified Stock Option Agreement • August 6th, 2015 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus
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NONSTATUTORY STOCK OPTION AGREEMENT
Nonstatutory Stock Option Agreement • September 18th, 2008 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida

THIS NONSTATUTORY STOCK OPTION AGREEMENT (“Agreement”) is made and entered into as of the date set forth below, by and between HepaLife Technologies, Inc., a Florida corporation (the “Company”), and the following Director of the Company (“Optionee”):

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INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • August 6th, 2015 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus
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HEPALIFE TECHNOLOGIES, INC. NONSTATUTORY STOCK OPTION AGREEMENT
Nonstatutory Stock Option Agreement • June 20th, 2008 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida

THIS NONSTATUTORY STOCK OPTION AGREEMENT (“Agreement”) is made and entered into as of the date set forth below, by and between HepaLife Technologies, Inc., a Florida corporation (the “Company”), and the following employee of the Company (“Optionee”):

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COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • January 24th, 2006 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida

COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of July 8, 2005, by and between HEPALIFE TECHNOLOGIES, INC., a Florida corporation (the “Company”), and FUSION CAPITAL FUND II, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.

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HEPALIFE TECHNOLOGIES, INC.
Hepalife Technologies Inc • June 12th, 2007 • Surgical & medical instruments & apparatus • New York
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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 12th, 2007 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida

AGREEMENT dated as of May 11, 2007, between HepaLife Technologies, Inc. (the “Company”) and GCA Strategic Investment Fund Limited (“Purchaser”).

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VOTING AGREEMENT
Voting Agreement • October 12th, 2018 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • Delaware

This VOTING AGREEMENT (this “Agreement”) is entered into as of October 11, 2018, between Alliqua Biomedical Inc., a Delaware corporation (“Parent”) and the undersigned (the “Stockholder”).

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ALLIQUA, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • September 9th, 2013 • Alliqua, Inc. • Surgical & medical instruments & apparatus • Florida
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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 14th, 2012 • Alliqua, Inc. • Surgical & medical instruments & apparatus • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), is dated as of November __, 2012, by and between Alliqua, Inc., a Florida corporation (the “Company”), and the subscribers set forth on the signature pages affixed hereto (each a “Subscriber” and collectively, the “Subscribers”).

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SERIES E COMMON STOCK PURCHASE WARRANT
Hepalife 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).

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ALLIQUA, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • January 23rd, 2014 • Alliqua, Inc. • Surgical & medical instruments & apparatus • Florida
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HepaLife Technologies, Inc. Boston, MA 02109
Hepalife Technologies Inc • November 18th, 2009 • Surgical & medical instruments & apparatus • New York

This letter sets forth the terms and conditions of your Contract Interim Executive-Services Agreement (the “Agreement”) with HepaLife Technologies, Inc. (the “Company").

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RESTRICTED STOCK AWARD AGREEMENT ALLIQUA BIOMEDICAL, INC.
Restricted Stock Award Agreement • August 6th, 2015 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus
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AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG ALLIQUA BIOMEDICAL, INC., EMBARK MERGER SUB INC., AND ADYNXX, INC., Dated as of October 11, 2018
Agreement and Plan of Merger and Reorganization • October 12th, 2018 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • Delaware

THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, is made and entered into as of October 11, 2018 (this “Agreement”), by and among ALLIQUA BIOMEDICAL, INC. a Delaware corporation (“Parent”), EMBARK MERGER SUB INC., a Delaware corporation (“Merger Sub”) and ADYNXX, INC., a Delaware corporation (“Company”). Parent, Merger Sub and Company are each a “Party” and referred to collectively herein as the “Parties.” Certain capitalized terms used in this Agreement are defined in Exhibit A.

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EMPLOYMENT AGREEMENT
Employment Agreement • June 9th, 2015 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • Delaware

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is dated as of June 5, 2015 and is entered into by and between Brian M. Posner (the “Executive”) and Alliqua BioMedical, Inc. (the “Company”). The Company and the Executive shall be referred to herein as the “Parties.”

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FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 12th, 2007 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 11, 2007, between HepaLife Technologies, Inc., a Florida corporation (the “Company”), and GCA Strategic Investment Fund Limited (the “Fund”).

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HepaLife Version 080508
Subscription Agreement • May 28th, 2008 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Florida

THE SECURITIES TO WHICH THIS AGREEMENT RELATES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”) AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER AND MAY NOT BE OFFERED OR SOLD DIRECTLY OR INDIRECTLY (A) WITHIN THE UNITED STATES OR TO OR FOR THE ACCOUNT OR BENEFIT OF U.S. PERSONS (AS DEFINED IN REGULATION S) EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT AS TO SUCH SECURITIES UNDER, OR AN EXEMPTION FROM, THE PROSPECTUS AND REGISTRATION REQUIREMENTS OF THE 1933 ACT, OR (B) IN CANADA OR TO RESIDENTS OF CANADA EXCEPT PURSUANT TO PROSPECTUS EXEMPTIONS UNDER THE APPLICABLE PROVINCIAL SECURITIES LAWS AND REGULATIONS OR PURSUANT TO AN EXEMPTION ORDER MADE BY THE APPROPRIATE PROVINCIAL SECURITIES REGULATOR(S), IN EACH CASE AS EVIDENCED BY AN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 25th, 2013 • Alliqua, Inc. • Surgical & medical instruments & apparatus • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of February 22, 2013 by and among Alliqua, Inc., a Florida corporation (the “Company”), and each of the purchasers identified on the signature pages hereto and such purchasers’ respective successors and assigns (individually, a “Purchaser” and collectively, the “Purchasers”).

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Alliqua BioMedical, Inc. Lock-Up Agreement October 11, 2018
Lock-Up Agreement • October 12th, 2018 • Alliqua BioMedical, Inc. • Surgical & medical instruments & apparatus • Delaware

This Lock-Up Agreement (this “Agreement”) is executed in connection with the Agreement and Plan of Merger (the “Merger Agreement”) by and among Alliqua BioMedical, Inc. (the “Parent”), Embark Merger Sub Inc., (“Merger Sub”), and Adynxx, Inc. (the “Company”), dated as of October 11, 2018. Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Merger Agreement.

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UNITED STATES DEPARTMENT OF AGRICULTURE TYPE OF RESEARCH AGREEMENT RESEARCH AGREEMENT Cooperative Research and Development Agreement AGREEMENT NO. 58-3K95-3-967 TYPE OF ACTION NEW AGENCY (Name and Address) Agricultural Research Service 1400...
Research Agreement Research Agreement • June 12th, 2007 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • District of Columbia

PRINCIPAL INVESTIGATOR (Name and Address) Harmel Rayat (Same as Above) FINANCE OFFICE (Complete Mailing Address) USDA, ARS, BA, Budget and Fiscal Office 10300 Baltimore Ave. Bldg. 003, Rm. 206, BARC-West Beltsville, MD 20705-2350

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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.

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Form Of Nonstatutory Stock Option Agreement
Nonstatutory Stock Option Agreement • May 10th, 2010 • Hepalife Technologies Inc • Surgical & medical instruments & apparatus • Nevada

THIS NONSTATUTORY STOCK OPTION AGREEMENT (“Agreement”) is made and entered into as of October 13, 2009, by and between HepaLife Technologies, Inc. a Florida corporation having an address at 60 State Street, Boston, Massachusetts (the “Company”) and Amit S. Dang, having an address at 2000 Town Center, Suite 1900 Southfield MI 48075 (“Optionee”):

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ASSET CONTRIBUTION AND SEPARATION AGREEMENT by and between ALLIQUA BIOMEDICAL, INC. and ACQUAMED TECHNOLOGIES, INC. Dated as of May 3, 2019 ASSET CONTRIBUTION AND SEPARATION AGREEMENT
Asset Contribution and Separation Agreement • July 25th, 2019 • Adynxx, Inc. • Surgical & medical instruments & apparatus • Delaware

THIS ASSET CONTRIBUTION AND SEPARATION AGREEMENT (this “Agreement”) is entered into as of May 3, 2019, by and among: Alliqua BioMedical, Inc., a Delaware corporation (“Alliqua”), and AquaMed Technologies, Inc., a Delaware corporation (“AquaMed”). Certain capitalized terms used in this Agreement are defined in Exhibit A.

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FORM OF CONVERTIBLE NOTE
Hepalife Technologies Inc • June 12th, 2007 • Surgical & medical instruments & apparatus • Florida

THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THE HOLDER HEREOF, BY PURCHASING SUCH SECURITIES AGREES FOR THE BENEFIT OF THE COMPANY THAT SUCH SECURITIES MAY BE OFFERED, SOLD OR OTHERWISE TRANSFERRED ONLY (A) TO THE COMPANY, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, OR (C) IF REGISTERED UNDER THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS. IN ADDITION, A SECURITIES PURCHASE AGREEMENT, DATED AS OF THE DATE HEREOF, A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICE, CONTAINS CERTAIN ADDITIONAL AGREEMENTS AMONG THE PARTIES, INCLUDING, WITHOUT LIMITATION, PROVISIONS WHICH (A) LIMIT THE CONVERSION RIGHTS OF THE HOLDER, (B) SPECIFY VOLUNTARY AND MANDATORY REPAYMENT, PREPAYMENT AND REDEMPTION RIGHTS AND OBLIGATIONS AND (C) SPECIFY EVENTS OF DEFAULT FOLLOWING WHICH THE REMAINING BALANCE DUE AND OWING HEREUNDER MAY BE ACCELER

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