REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 5th, 2006 • Chembio Diagnostics, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 29, 2006, among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and the purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT CHEMBIO DIAGNOSTICS, INC.Chembio Diagnostics, Inc. • September 28th, 2022 • 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”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Chembio Diagnostics, 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 WARRANT To Purchase__________ Shares of Common Stock of CHEMBIO DIAGNOSTICS, INC.Chembio Diagnostics, Inc. • March 12th, 2008 • Pharmaceutical preparations
THIS 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 original date of issuance (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), up to ______________ (______________) shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (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 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 3rd, 2006 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2006 among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Controlled Equity OfferingSM Sales AgreementSales Agreement • June 27th, 2017 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
Chembio Diagnostics, Inc., a Nevada corporation (the "Company"), confirms its agreement (this "Agreement") with Cantor Fitzgerald & Co. (the "Agent"), as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 5th, 2006 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 5, 2006, by and among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
CHEMBIO DIAGNOSTICS, INC. and ACTION STOCK TRANSFER CORPORATION Rights Agent Rights Agreement Dated as of March 8, 2016Rights Agreement • April 7th, 2016 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • Nevada
RIGHTS AGREEMENT, dated as of March 8, 2016, between CHEMBIO DIAGNOSTICS, INC.., a Nevada corporation (the "Company"), and ACTION STOCK TRANSFER CORPORATION (the "Rights Agent").
CHEMBIO DIAGNOSTICS, INC. the “Company” and ACTION STOCK TRANSFER CORP. the “Rights Agent” RIGHTS AGREEMENT Dated as of March 8, 2010Rights Agreement • March 11th, 2010 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • Nevada
The Purchase Price payable, and the number of Preferred Shares or other securities or property issuable, upon exercise of the Rights are subject to adjustment from time to time to prevent dilution (i) in the event of a stock dividend on, or a subdivision, combination or reclassification of, the Preferred Shares, (ii) upon the grant to holders of the Preferred Shares of certain rights or warrants to subscribe for or purchase Preferred Shares at a price, or securities convertible into Preferred Shares with a conversion price, less than the then current market price of the Preferred Shares or (iii) upon the distribution to holders of the Preferred Shares of evidences of indebtedness or assets (excluding regular periodic cash dividends paid out of earnings or retained earnings or dividends payable in Common Shares) or of subscription rights or warrants (other than those referred to above).
SECURITY AGREEMENTSecurity Agreement • July 3rd, 2006 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
SECURITY AGREEMENT, dated as of June 29, 2006 (this “Agreement”), among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), Chembio Diagnostic Systems, Inc., a Delaware corporation, which is a Subsidiary of the Company (such Subsidiary, the “Guarantor” and together with any other entity that may become a party hereto as provided herein, the “Guarantors”) (the Company and Guarantors are collectively referred to as the “Debtors”) and the holder or holders of the Company’s Secured Debentures due September 27, 2006 in the original aggregate principal amount of up to $1,800,000 (the “Debentures”) signatory hereto, their endorsees, transferees and assigns (each, a “Secured Party” and, collectively, the “Secured Parties”).
CHEMBIO DIAGNOSTICS, INC. and ACTION STOCK TRANSFER CORP. as Warrant AgentWarrant Agency Agreement • September 28th, 2022 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT, dated as of _________, 2022 (“Agreement”), between Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and Action Stock Transfer Corp., a ______ company, with offices at 2469 E. Fort Union Blvd., Suite 214, Salt Lake City, Utah 84121 (the “Warrant Agent”).
ContractChembio Diagnostics, Inc. • March 12th, 2008 • Pharmaceutical preparations • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAW AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL TO THE HOLDER OF THE SECURITIES (UNLESS THE ISSUER IN ITS SOLE DISCRETION DETERMINES TO USE ITS OWN COUNSEL), WITH ANY SUCH COUNSEL TO THE HOLDER AND ANY SUCH OPINION OF SUCH COUNSEL TO BE REASONABLY ACCEPTABLE TO THE ISSUER, THAT REGISTRATION OF SUCH NOTE UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
WARRANT SHARES) ANDUnderwriting Agreement • September 28th, 2022 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
The undersigned, Chembio Diagnostics, Inc., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Chembio Diagnostics, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Craig-Hallum Capital Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
Common Stock, par value $0.01 per share PURCHASE AGREEMENTPurchase Agreement • July 29th, 2016 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
Chembio Diagnostics, Inc., a Nevada corporation (the "Company"), proposes to sell to the several underwriters named in Schedule I hereto (the "Underwriters") an aggregate of 2,000,000 shares (the "Firm Shares") of Common Stock, par value $0.01 per share (the "Common Stock"), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company also has granted to the Underwriters an option to purchase up to 300,000 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the "Option Shares"). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the "Securities."
AT THE MARKET OFFERING AGREEMENTMarket Offering Agreement • July 19th, 2021 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
Chembio Diagnostics, Inc., a corporation organized under the laws of Nevada (the “Company”), confirms its agreement (this “Agreement”) with Craig-Hallum Capital Group LLC (the “Manager”) as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 14th, 2004 • Trading Solutions Com Inc • Investment advice • New York
This Registration Rights Agreement (this "Agreement") is made and entered into as of May 5, 2004, by and among Chembio Diagnostics, Inc., a Nevada corporation (the "Company"), and the purchasers listed on Schedule I hereto (the "Purchasers").
WARRANT SHARES) ANDUnderwriting Agreement • October 7th, 2022 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
The undersigned, Chembio Diagnostics, Inc., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Chembio Diagnostics, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Craig-Hallum Capital Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 5th, 2006 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 29, 2006, by and among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 31st, 2005 • Chembio Diagnostics Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 26, 2005, by and among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
AGREEMENT AND PLAN OF EXCHANGE Between TRADING SOLUTIONS.COM, INC. SPRINGLAND BEVERAGES, INC.Agreement and Plan of Exchange • August 31st, 2001 • Trading Solutions Com Inc • Investment advice • Nevada
Chembio Diagnostics, Inc. Common Stock, par value $0.01 per share UNDERWRITING AGREEMENTUnderwriting Agreement • November 5th, 2018 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 2,370,435 shares (the “Firm Shares”) of common stock, par value $0.01 per share (the “Common Stock”), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company also proposes to grant to the Underwriters an option to purchase up to 355,565 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement are herein collectively called the “Securities.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 3rd, 2006 • Chembio Diagnostics, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 29, 2006, among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and the several purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
ContractChembio Diagnostics Inc. • August 4th, 2004 • Pharmaceutical preparations • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAW AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL TO THE HOLDER OF THE SECURITIES (UNLESS THE ISSUER IN ITS SOLE DISCRETION DETERMINES TO USE ITS OWN COUNSEL), WITH ANY SUCH COUNSEL TO THE HOLDER AND ANY SUCH OPINION OF SUCH COUNSEL TO BE REASONABLY ACCEPTABLE TO THE ISSUER, THAT REGISTRATION OF SUCH NOTE UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
LEASE AND PROJECT AGREEMENTLease and Project Agreement • March 5th, 2019 • Chembio Diagnostics, Inc. • Pharmaceutical preparations
THIS LEASE AND PROJECT AGREEMENT, dated as of February 1, 2019 (this “Lease Agreement”), is between the SUFFOLK COUNTY INDUSTRIAL DEVELOPMENT AGENCY, a public benefit corporation of the State of New York, having its office at H. Lee Dennison Building, 3rd Floor, 100 Veterans Memorial Highway, Hauppauge, New York 11788 (the “Agency”), and Chembio Diagnostic Systems Inc., a corporation organized and existing under the laws of the State of Delaware and authorized to do business in the State of New York, having an office for the transaction of business located at 3661 Horseblock Road, Medford, New York 11763 (the “Company”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 8th, 2013 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
This LOAN AND SECURITY AGREEMENT (this "Agreement") is entered into as of April 30, 2013, between Chembio Diagnostic Systems, Inc., a Delaware corporation, with its chief executive office located at 3661 Horseblock Road, Medford, New York 11763 (the "Borrower") and HSBC Bank USA, National Association, a bank organized under the laws of the United States of America, with an address of One HSBC Center, 8th Floor, Buffalo, New York 14203 (the "Bank").
1,783,760 Shares1 Chembio Diagnostics, Inc. Common Stock, par value $0.01 per share UNDERWRITING AGREEMENTUnderwriting Agreement • February 13th, 2018 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 1,783,760 shares (the “Firm Shares”) of common stock, par value $0.01 per share (the “Common Stock”), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company also proposes to grant to the Underwriters an option to purchase up to 0 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement are herein collectively called the “Securities.”
EMPLOYMENT AGREEMENTEmployment Agreement • November 8th, 2017 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
This Employment Agreement (the "Agreement") is entered into as of the 14th day of September, 2017 (the "Effective Date"), by and between Chembio Diagnostics, Inc., a Nevada corporation (the "Company"), and Sharon Klugewicz ("Employee"). Employee and the Company are sometimes referred to individually as a "Party" and collectively as the "Parties".
INVESTMENT BANKING AGREEMENT This Agreement is made on the 13th day of May 1999, by and between Internet Finance.com, Inc. (hereafter referred to as IF.COM) who's offices are located at 380 Foam Street, Suite 210, Monterey, California 93940 and...Investment Banking Agreement • November 24th, 1999 • Trading Solutions Com Inc • Investment advice • California
COMMON STOCK PURCHASE WARRANT CHEMBIO DIAGNOSTICS, INC.Chembio Diagnostics, Inc. • September 5th, 2019 • Pharmaceutical preparations • New York
This Warrant is issued pursuant to that certain Credit Agreement and Guaranty dated as of September 3, 2019 (the “Credit Agreement”) by and among the Company, as borrower, the subsidiaries of the Company from time to time party thereto as guarantors, the lenders from time to time party thereto, and Holder, as administrative agent for the lenders.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 31st, 2023 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • Nevada
This AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of January 31, 2023 (the “Agreement Date”) by and among Biosynex SA, a French société anonyme (“Parent”), Project Merci Merger Sub, Inc., a Nevada corporation and wholly-owned indirect Subsidiary of Parent (“Merger Sub”), and Chembio Diagnostics, Inc., a Nevada corporation (the “Company”). Each of Parent, Merger Sub and the Company are referred to herein as a “Party” and collectively as the “Parties”. Certain capitalized terms used in this Agreement are defined in Exhibit A.
EMPLOYMENT AGREEMENTEmployment Agreement • June 7th, 2004 • Trading Solutions Com Inc • Investment advice • New York
This Employment Agreement (the “Agreement”) is entered into as of this 5th day of May, 2004 by and between Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and Javan Esfandiari (“Employee”) and to be effective as of May 10th, 2004. Employee and Company are sometimes referred to individually as a “Party” and collectively as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • May 3rd, 2007 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
This Employment Agreement (the “Agreement”) is entered into as of this 23rd day of April, 2007 by and between Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and Javan Esfandiari (“Employee”) and to be effective as of March 5, 2007 (the “Effective Date”). Employee and the Company are sometimes referred to individually as a “Party” and collectively as the “Parties”.
CHEMBIO DIAGNOSTICS, INC. STOCK OPTION AGREEMENT (Directors’ Non-Qualified Stock Option)Stock Option Agreement • April 6th, 2006 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
THIS STOCK OPTION AGREEMENT (this “Agreement”) is made and entered into as of the _____________ day of _____________, ______________ by and between Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and _________________ (the “Optionee”).
HIV Barrel License, Marketing and Distribution AgreementDistribution Agreement • October 5th, 2006 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
This HIV Barrel License, Manufacturing and Distribution Agreement (the “Agreement”) is made as of September 29, 2006 (“Effective Date”), between and among Chembio Diagnostic Systems, Inc., a Delaware corporation having its principal place of business at 3661 Horseblock Road, Medford, New York 11763, (“Chembio”), StatSure Diagnostic Systems, Inc., a Delaware corporation having its principal place of business at One Clarks Hill, Framingham, MA 01702 (“SDS”), and Inverness Medical Innovations, Inc., a Delaware corporation having its principal place of business at 51 Sawyer Road, Waltham, MA 02453 (“Inverness”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2017 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
This Employment Agreement (the "Agreement") is entered into as of this 31st day of March 2017 by and between Chembio Diagnostics, Inc., a Nevada corporation (the "Company"), and John J. Sperzel III ("Employee"), to be effective as of March 13, 2017 (the "Effective Date"). Employee and the Company are sometimes referred to individually as a "Party" and collectively as the "Parties."
Joint HIV Barrel Product Commercialization Agreement PREAMBLEJoint Hiv Barrel Product Commercialization Agreement • October 5th, 2006 • Chembio Diagnostics, Inc. • Pharmaceutical preparations • New York
This Joint HIV Barrel Product Commercialization Agreement (the “Agreement”) is made as of September 29, 2006 (“Effective Date”), by and between Chembio Diagnostic Systems, Inc., a Delaware corporation having its principal place of business at 3661 Horseblock Road, Medford, NY 11763 (“Chembio”), and StatSure Diagnostic Systems, Inc., (f/k/a Saliva Diagnostic Systems) a Delaware corporation having its principal place of business at One Clarks Hill, Framingham, MA 01702 (“SDS”) (Chembio and SDS are each referred to herein as a “Party” and jointly as the “Parties”).
