VG Life Sciences Inc. Sample Contracts

VG Life Sciences Inc. – CONSULTING AGREEMENT (November 19th, 2015)

THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into by and between VG LIFE SCIENCES INC., a Delaware corporation (the “Client”), and Sanjib Mukherjee (“Consultant”) effective the 10th day of August, 2015.

VG Life Sciences Inc. – CONSULTING AGREEMENT (November 19th, 2015)

THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into by and between VG LIFE SCIENCES INC., a Delaware corporation (the “Client”), and Ali Divan (“Consultant”) effective the 11th day of September, 2015.

VG Life Sciences Inc. – CONSULTING AGREEMENT (August 19th, 2015)

THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into by and between VG LIFE SCIENCES INC., a Delaware corporation (the “Client”), and Sanjib Mukherjee (“Consultant”) effective the 10th day of August, 2015.

VG Life Sciences Inc. – WARRANT TO PURCHASE STOCK (August 19th, 2015)

THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, Hock Tiam Tay, (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of VG Life Sciences, Inc. (the “Company” or “VGLS”) at the initial exercise price per Share (the “Warrant Price”) all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth of this Warrant.

VG Life Sciences Inc. – CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (August 19th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT is made as of May 14, 2015, by and among Hock Tiam Tay (the “Investor”) and VG Life Sciences Inc. (the "Company" or “VGLS”).

VG Life Sciences Inc. – VG LIFE SCIENCES, INC. CONVERTIBLE PROMISSORY NOTE (August 19th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE (“Note”) is issued as of May 14, 2015 (the “Original Issue Date”), by VG Life Sciences, Inc., a Delaware corporation (the “Company”), in an aggregate principal amount of $50,000.00.

VG Life Sciences Inc. – REINSTATEMENT OF LICENSE AGREEMENT BETWEEN VG LIFE SCIENCES, INC., AND SCOTT & WHITE HEALTHCARE (May 21st, 2015)

This is a reinstatement of the license agreement between VG Life Sciences, Inc. ("LICENSEE'') and Scott & White Healthcare ("S&W”) dated July 18, 2013 (the “Agreement"), as amended by a first amendment to the Agreement (“Amendment No. 1”) dated September 9, 2014, under which the Agreement was amended to include additional technology and new terms to the license (the Agreement, together with Amendment No. 1, the “Amended Agreement”). LICENSEE and S&W are each individually a "Party" and collectively "the Parties."

VG Life Sciences Inc. – MEMORANDUM OF UNDERSTANDING April 16, 2015 (May 20th, 2015)

This “MOU”), by and between VG Life Sciences Inc., a Delaware corporation (“VGLS”), and Tg IT, Inc., dba “Anchor Point IT-Solutions,” a California corporation (“Anchor Point”), with respect to mutual agreement for VGLS and Anchor Point to enter into a consulting service agreement, where Anchor Point will provide IT support and on-call services to VGLS.

VG Life Sciences Inc. – CONSULTING SERVICES AGREEMENT (May 20th, 2015)

THIS NON-EXCLUSIVE CONSULTING SERVICES AGREEMENT (the “Agreement”), executed on the date signed below, is effective as of January 1, 2015, and is entered into by and between VG Life Sciences Inc. (“VGLS”) a Delaware corporation with its executive office located at 121 Gray Avenue, Suite 200, Santa Barbara, CA 93101 (the “Company”), and Daniel Zia (“Consultant”). The terms “Party” and “Parties” refer to the Company and Consultant individually and collectively.

VG Life Sciences Inc. – AMENDMENT NO. 1 TO LICENSE AGREEMENT BETWEEN VG LIFE SCIENCES, INC., AND SCOTT & WHITE HEALTHCARE. (May 18th, 2015)

This is Amendment No. 1 (the “Amendment No. 1) to the license agreement between VG Life Sciences, Inc. (“LICENSEE”) and Scott & White Healthcare (“S&W) dated July 18, 2013 (the “Agreement”). LICENSEE and S&W are individually a “Party” and collectively “the Parties.” The effective date of this Amendment No. 1 is September 9, 2014 (the “Amendment No. 1 Effective Date”).

VG Life Sciences Inc. – SERVICES AGREEMENT (April 15th, 2015)

This SERVICES AGREEMENT dated as of February 20th, 2013 (this "Agreement"), by and between RJL Computer Consulting (the ·service Company"), and VG Life Sciences Inc., a Delaware corporation (the "Company"). Each of the Company and the Service Company is sometimes herein also called a "Party" and collectively the "Parties".

VG Life Sciences Inc. – Contract (April 15th, 2015)

THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE UNDER THE SECURITIES ACT OF 1933 (THE "SECURITIES ACT").

VG Life Sciences Inc. – CONVERTIBLE DEBENTURE AND WARRANT PURCHASE AGREEMENT (April 15th, 2015)

THIS CONVERTIBLE DEBENTURE AND WARRANT PURCHASE AGREEMENT is made as of November 5, 2014, by and among Wonderland Capital Corp., (the “Investor”) and VG Life Sciences Inc. (the "Company" or “VGLS”).

VG Life Sciences Inc. – CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT is made as of March 15, 2015, by and between KED Consulting Group LLC (the “Investor”) and VG Life Sciences Inc. (the "Company" or “VGLS”).

VG Life Sciences Inc. – UNSECURED REVOLVING CREDIT NOTE (April 15th, 2015)

FOR VALUE RECEIVED, VG Life Sciences Inc., whose address is 121 Gray Avenue, Suite 200, Santa Barbara, CA 93101-1800, (“Borrower”), promises to pay to or to the order of MedBridge Development Company, LLC, whose address is 121 Gray Avenue, Suite 200, Santa Barbara, CA 93101-1800, (“Lender”), and its successors and assigns, in lawful money of the United States of America, those amounts that are unpaid, due and payable to Lender pursuant to this unlimited Unsecured Revolving Credit Note (the “Note”). No additional amounts may be tendered hereunder except for amounts due under this Note. The amount that may be borrowed by Borrower from Lender pursuant to this Note is not limited. This Note and all schedules and exhibits attached thereto are hereinafter referred to as the Transaction Documents.

VG Life Sciences Inc. – VG LIFE SCIENCES INC. CONVERTIBLE PROMISSORY NOTE (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE (“Note”) is issued as of November 14, 2014 (the “Original Issue Date”), by VG Life Sciences Inc., a Delaware corporation (the “Company”), in an aggregate principal amount of $50,000.00.

VG Life Sciences Inc. – VG LIFE SCIENCES INC. CONVERTIBLE PROMISSORY NOTE (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE (“Note”) is issued as of November 14, 2014 (the “Original Issue Date”), by VG Life Sciences Inc., a Delaware corporation (the “Company”), in an aggregate principal amount of $50,000.00.

VG Life Sciences Inc. – VG LIFE SCIENCES, INC. CONVERTIBLE PROMISSORY NOTE (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE (“Note”) is issued as of August 22, 2014 (the “Original Issue Date”), by VG Life Sciences, Inc., a Delaware corporation (the “Company”), in an aggregate principal amount of $50,000.00.

VG Life Sciences Inc. – WARRANT TO PURCHASE STOCK (April 15th, 2015)

THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, KED Consulting Group LLC (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of VG Life Sciences, Inc. (the “Company” or “VGLS”) at the initial exercise price per Share (the “Warrant Price”) all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth of this Warrant.

VG Life Sciences Inc. – WARRANT TO PURCHASE STOCK (April 15th, 2015)

THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, Mr. Robert Siegel., (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of VG Life Sciences Inc. (the “Company” or “VGLS”) at the initial exercise price per Share ( the “Warrant Price”) all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth of this Warrant, and in consideration of the Holder entering into the Convertible Promissory Note and Warrant Purchase Agreement dated March 1, 2014 in the amount of Seventy-Five Thousand Dollars ($75,000.00).

VG Life Sciences Inc. – CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT is made as of March 1, 2014 by and between Mr. Anthony Freda Jr., (the “Investor”) and VG Life Sciences, Inc. (the "Company" or “VGLS”).

VG Life Sciences Inc. – Contract (April 15th, 2015)

THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE UNDER THE SECURITIES ACT OF 1933 (THE "SECURITIES ACT").

VG Life Sciences Inc. – WARRANT TO PURCHASE STOCK (April 15th, 2015)

THIS WARRANT CERTIFIES THAT, for good and valuable consideration, DW Odell Company, LLC, a California limited liability company (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of VG Life Sciences Inc. (the “Company” or “VGLS”) at the initial exercise price per Share (the “Warrant Price”) all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth of this Warrant.

VG Life Sciences Inc. – VG LIFE SCIENCES, INC. CONVERTIBLE PROMISSORY NOTE (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE (“Note”) is issued as of March 15, 2015 (the “Original Issue Date”), by VG Life Sciences, Inc., a Delaware corporation (the “Company”), in an aggregate principal amount of $600,000.00.

VG Life Sciences Inc. – WARRANT TO PURCHASE STOCK (April 15th, 2015)

THIS WARRANT CERTIFIES THAT, for good and valuable consideration, Wild Harp Holdings, LLC, a California limited liability company (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of VG Life Sciences Inc. (the “Company” or “VGLS”) at the initial exercise price per Share (the “Warrant Price”) all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth of this Warrant.

VG Life Sciences Inc. – Contract (April 15th, 2015)

THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE UNDER THE SECURITIES ACT OF 1933 (THE "SECURITIES ACT").

VG Life Sciences Inc. – SUBSCRIPTION AGREEMENT (April 15th, 2015)

This Agreement shall constitute the irrevocable offer of the undersigned to purchase, in the amounts and subject to the terms set forth in this Agreement, ___________(8 MEG Units for the purchase price of $0.0025 per Unit. Each Unit consists of one (1) share of the Common Stock of Viral Genetics, Inc., a Delaware corporation (the "Company) ("Shares"), and Two (2) warrant to purchase Shares in the form attached hereto as Exhibit A (the “Warrants"). On execution by both parties, this Agreement shall become a bilateral agreement binding on both the undersigned and the Company. Each pan of this Agreement must be completed by the undersigned and, by execution below, the undersigned acknowledges that it understands that the Company is relying on tile accuracy and completeness hereof in complying with its obligations under applicable Units laws.

VG Life Sciences Inc. – WARRANT TO PURCHASE STOCK (April 15th, 2015)

THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, Mr. Anthony Freda Jr., (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of VG Life Sciences Inc. (the “Company” or “VGLS”) at the initial exercise price per Share ( the “Warrant Price”) all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth of this Warrant, and in consideration of the Holder entering into the Convertible Promissory Note and Warrant Purchase Agreement dated March 1, 2014 in the amount of Ten Thousand Dollars ($10,000.00).

VG Life Sciences Inc. – VG LIFE SCIENCES, INC. CONVERTIBLE PROMISSORY NOTE (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE (“Note”) is issued as of March 1, 2014 (the “Original Issue Date”), by VG Life Sciences, Inc., a Delaware corporation (the “Company”), in an aggregate principal amount of $10,000.00.

VG Life Sciences Inc. – WARRANT TO PURCHASE STOCK (April 15th, 2015)

THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, Hock Tiam Tay (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of VG Life Sciences, Inc. (the “Company” or “VGLS”) at the initial exercise price per Share (the “Warrant Price”) all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth of this Warrant.

VG Life Sciences Inc. – CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT is made as of March 1, 2014 by and between Mr. Robert Siegel, (the “Investor”) and VG Life Sciences, Inc. (the "Company" or “VGLS”).

VG Life Sciences Inc. – VG LIFE SCIENCES, INC. CONVERTIBLE PROMISSORY NOTE (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE (“Note”) is issued as of March 1, 2014 (the “Original Issue Date”), by VG Life Sciences, Inc., a Delaware corporation (the “Company”), in an aggregate principal amount of $75,000.00.

VG Life Sciences Inc. – CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (April 15th, 2015)

THIS CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT is made as of August 22, 2014, by and among Hock Tiam Tay “VGLS”). (the “Investor”) and VG Life Sciences Inc. (the "Company" or “VGLS”)

VG Life Sciences Inc. – WARRANT TO PURCHASE STOCK (April 15th, 2015)

THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, Wonderland Capital Corp., a New York corporation (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of VG Life Sciences Inc. (the “Company” or “VGLS”) at the initial exercise price per Share (the “Warrant Price”) all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth of this Warrant.

VG Life Sciences Inc. – VG LIFE SCIENCES INC. CONVERTIBLE DEBENTURE (April 15th, 2015)

THIS CONVERTIBLE DEBENTURE (“Note”) is issued as of November 5, 2014 (the “Original Issue Date”), by VG Life Sciences Inc., a Delaware corporation (the “Company”), in an aggregate principal amount of $22,296.97.