AlphaTON Capital Corp Sample Contracts

THIS AGREEMENT made as of the 1stday of April, 2000 (the "EFFECTIVE DATE"). --- -----
Consulting Agreement • August 23rd, 2001 • Dealcheck Com Inc • Services-business services, nec • Ontario
PORTAGE BIOTECH INC. 1,000,000 Ordinary Shares (no par value per share) Underwriting Agreement
Underwriting Agreement • June 24th, 2021 • Portage Biotech Inc. • Crude petroleum & natural gas • New York

Portage Biotech Inc., a British Virgin Islands company (the "Company"), proposes to issue and sell to the several underwriters named in Schedule A (the "Underwriters") an aggregate of 1,000,000 shares (the "Shares") of its ordinary shares, no par value per share (the "Ordinary Shares"). The 1,000,000 Shares to be sold by the Company are called the "Firm Shares." In addition, the Company has granted to the Underwriters an option to purchase up to an additional 1,000,000 Shares pursuant to such option are collectively called the "Option Shares." The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are collectively called the "Offered Shares." Cantor Fitzgerald & Co. ("Cantor") has agreed to act as representative of the several Underwriters (in such capacity, the "Representative") in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term "Representative" as used herein

PORTAGE BIOTECH INC. Ordinary Shares (no par value per share) Controlled Equity OfferingSM Sales Agreement
Sales Agreement • February 24th, 2021 • Portage Biotech Inc. • Crude petroleum & natural gas • New York

Portage Biotech Inc., a British Virgin Islands company (the "Company"), confirms its agreement (this "Agreement") with Cantor Fitzgerald & Co. (the "Agent"), as follows:

OFFER TO PURCHASE -----------------
Offer to Purchase • August 23rd, 2001 • Dealcheck Com Inc • Services-business services, nec
EXHIBIT 4(b).1 SECURITY AGREEMENT ------------------ THIS AGREEMENT made this 1ST day of JANUARY , 2001 BETWEEN:
Security Agreement • August 23rd, 2001 • Dealcheck Com Inc • Services-business services, nec • Ontario
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 3rd, 2023 • Portage Biotech Inc. • Crude petroleum & natural gas • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 29, 2023, between Portage Biotech Inc., a British Virgin Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

SERIES A ORDINARY SHARE PURCHASE WARRANT Portage Biotech Inc.
Security Agreement • October 3rd, 2023 • Portage Biotech Inc. • Crude petroleum & natural gas

THIS SERIES A ORDINARY SHARE 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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Portage Biotech Inc., a British Virgin Islands company (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 8th, 2022 • Portage Biotech Inc. • Crude petroleum & natural gas • Illinois

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 6, 2022, is entered into by and between PROTAGE BIOTECH INC., a British Virgin Islands corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the 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”).

PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT PORTAGE BIOTECH INC.
Pre-Funded Ordinary Share Purchase Warrant • October 3rd, 2023 • Portage Biotech Inc. • Crude petroleum & natural gas

THIS PRE-FUNDED ORDINARY SHARE 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 set forth above (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Portage Biotech Inc., a British Virgin Islands company (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

SERIES B ORDINARY SHARE PURCHASE WARRANT Portage Biotech Inc.
Securities Agreement • October 3rd, 2023 • Portage Biotech Inc. • Crude petroleum & natural gas

THIS SERIES B ORDINARY SHARE 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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Portage Biotech Inc., a British Virgin Islands company (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

JOINT OPERATING AGREEMENT Dated October 6, 2010 between IPC OIL AND GAS (ISRAEL) LIMITED PARTNERSHIP EMANUELLE ENERGY LIMITED EMANUELLE ENERGY OIL AND GAS LIMITED PARTNERSHIP THE ISRAEL LAND AND DEVELOPMENT COMPANY LIMITED IDB DEVELOPMENT CORPORATION...
Joint Operating Agreement • May 27th, 2011 • Bontan Corp Inc • Crude petroleum & natural gas

The entities named above, and their respective successors and assignees (if any), may sometimes individually be referred to as “Party” and collectively as the “Parties”.

PORTAGE BIOTECH INC. REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 30th, 2025 • Portage Biotech Inc. • Pharmaceutical preparations • Delaware

This REGISTRATION (this “Agreement”) is made and entered into as of January 23, 2025, by and among PORTAGE BIOTECH INC., a company formed under the laws of The British Virgin Islands (“Company”), the persons listed on Schedule A hereto (individually a “Holder” and collectively as the “Holders”).

EXHIBIT 4(b).4 EXPENSES SHARING AGREEMENT
Expense Sharing Agreement • August 23rd, 2001 • Dealcheck Com Inc • Services-business services, nec • Ontario
Share Option Agreement
Share Option Agreement • July 31st, 2023 • Portage Biotech Inc. • Crude petroleum & natural gas • Virgin Islands

This Share Option Agreement (this “Agreement”), dated as of the Grant Date, is between Portage Biotech Inc., a corporation formed under the laws of the Territory of the British Virgin Islands (the “Company”), and ____________________ (the “Optionee”).

SERVICES AGREEMENT
Services Agreement • August 1st, 2022 • Portage Biotech Inc. • Crude petroleum & natural gas • New York

THIS SERVICES AGREEMENT (the “Agreement”) is effective as of December 15, 2021, by and between Portage Development Services Inc., a Delaware corporation (the “Company”), and Steve Innaimo a resident of the State of Connecticut (the “Executive”).

AT THE MARKET OFFERING AGREEMENT June 27, 2025
At the Market Offering Agreement • June 27th, 2025 • Portage Biotech Inc. • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 3rd, 2025 • Portage Biotech Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August [●], 2025, between AlphaTON Capital Corp, a company organized under the laws of British Virgin Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

AT THE MARKET OFFERING AGREEMENT
At the Market Offering Agreement • September 3rd, 2025 • Portage Biotech Inc. • Pharmaceutical preparations • New York
Partnership Subscription and Contribution Agreement
Partnership Subscription and Contribution Agreement • November 26th, 2010 • Bontan Corp Inc • Crude petroleum & natural gas

This Partnership Subscription and Contribution Agreement is made and entered into this 13 day of October, 2010, among IPC Oil and Gas (Israel) Limited Partnership, an Israeli limited partnership ("IPC Israel" or "IPC"), Ofer Energy Enterprises LP (in formation), an Israeli limited partnership ("Investor"), Ofer Investments Ltd., an Israeli company ("Ofer Investments"), Israel Petroleum Company, Limited, a Cayman Islands company ("IPC Cayman"), in its capacity as sole limited partner of IPC Israel and International Three Crown Petroleum LLC (a Colorado LLC) ("ITCP"), in its capacity as sole general partner of IPC Israel and as sole director of IPC Cayman. ITCP, IPC Israel, and IPC Cayman shall be referred to hereinafter as the "Developers". The Developers are entering into this Agreement severally and not jointly.

STOCK PLEDGE AGREEMENT
Stock Pledge Agreement • February 25th, 2010 • Bontan Corp Inc • Crude petroleum & natural gas • Ontario

THIS AGREEMENT (the "Agreement"), made and entered into as of the 12th day of November, 2009 by and between Castle Rock Resources II, LLC a corporation duly organized under the laws of The State of Colorado, USA (the "Pledgee") and Bontan Corporation Inc., a corporation duly organized under the laws of Province of Ontario, Canada ("Pledgor");

Form of Lock-Up Agreement
Lock-Up Agreement • July 8th, 2022 • Portage Biotech Inc. • Crude petroleum & natural gas • Delaware
Restricted Share Unit Award and Dividend Equivalent Rights Agreement
Restricted Share Unit Award and Dividend Equivalent Rights Agreement • August 1st, 2022 • Portage Biotech Inc. • Crude petroleum & natural gas • Virgin Islands

This Restricted Share Unit Award and Dividend Equivalent Rights Agreement (this “Agreement”), dated as of the Grant Date, is between Portage Biotech Inc., a corporation formed under the laws of the Territory of the British Virgin Islands (the “Company”), and _________ (the “Participant”). The Company hereby grants to the Participant the following Restricted Share Unit Award and Dividend Equivalent Rights (the “RSU”) to purchase Common Shares of the Company in accordance with the terms and conditions of this Agreement and the Portage Biotech Inc. 2021 Equity Incentive Plan (the “Plan”):

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 3rd, 2025 • Portage Biotech Inc. • Pharmaceutical preparations

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2025, is entered into by and among AlphaTON Capital Corp, a company organized under the laws of the British Virgin Islands (the “Company”), and the several investors signatory hereto (individually as an “Investor” and collectively together with their respective permitted assigns, the “Investors”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Securities Purchase Agreement by and among the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

STOCKHOLDERS AGREEMENT ISRAEL PETROLEUM COMPANY, LIMITED
Stockholders Agreement • February 25th, 2010 • Bontan Corp Inc • Crude petroleum & natural gas • Delaware

This STOCKHOLDERS AGREEMENT (this “Agreement”) is entered into as of November 14, 2009, by and among Israel Petroleum Company, Limited, a Cayman Islands limited company (the “Company”), Bontan Oil & Gas Corporation, an Ontario corporation (“Bontan”), Allied Ventures Incorporated, a Belize corporation (“2.5% Holder”) and International Three Crown Petroleum LLC, a Colorado limited liability company (“ITC” and together with Bontan and 2.5% Holder, the “Stockholders”, and each individually, a “Stockholder”). In addition, Bontan Corporation Inc., an Ontario corporation and owner of 100% of the shares of Bontan (“Bontan Parent”), is joining this Agreement for the purposes identified within.

CONTRIBUTION AND ASSIGNMENT AGREEMENT
Contribution and Assignment Agreement • February 25th, 2010 • Bontan Corp Inc • Crude petroleum & natural gas • Delaware

THIS CONTRIBUTION AND ASSIGNMENT AGREEMENT (this “Agreement”), dated as of November 14, 2009, is by and among International Three Crown Petroleum LLC, a Colorado limited liability company (“ITC”), Bontan Oil & Gas Corporation, an Ontario corporation (“Bontan”), Bontan Corporation Inc., an Ontario corporation (“Bontan Parent”), Allied Ventures Incorporated, a Belize corporation (“2.5% Holder”) and Israel Petroleum Company, Limited, a Cayman Islands limited company (the “Company”), individually sometimes referred to as a “Party” and collectively as the “Parties.”

EXPLORATION AGREEMENT BELL CITY, SOUTH AREA Calcasieu Parish, Louisiana
Exploration Agreement • September 28th, 2005 • Bontan Corp Inc • Crude petroleum & natural gas • Texas

This agreement (the “Agreement”), when executed by the parties hereto in the manner provided herein, will constitute the entire agreement by and between Keystone Oil Company, Inc. (“Keystone”), a Texas Corporation, whose address is 5646 Milton Street, Suite 713, Dallas, TX 75206 and Bontan Oil and Gas Corporation (“Bontan”), a Canadian Corporation, whose address is 47 Avenue Road, Suite 200, Toronto, Ontario, Canada M5R2G3 (individually a “Party”, or collectively the “Parties”). This Agreement will control the acquisition of oil and gas leases and the drilling and testing of a well or wells for the purpose of producing oil and natural gas located within the Bell City, South Prospect (the “Prospect”) in Calcasieu Parish, Louisiana. The Prospect consists of all lands included within the Area of Mutual Interest (the “AMI”) as defined on the attached Exhibit A which by reference is incorporated herein and made a part hereof.

Bontan Corporation Inc. Toronto, Ontario, Canada M5R 2G3
Consulting Agreement • February 25th, 2010 • Bontan Corp Inc • Crude petroleum & natural gas • Ontario

WHEREAS the Consultant has certain considerable expertise in the areas of investment management in small cap companies portfolio, research and statistical information and knowledge of several European languages.

INDEPENDENT CONTRACTOR AGREEMENT
Independent Contractor Agreement • September 3rd, 2025 • Portage Biotech Inc. • Pharmaceutical preparations

This Independent Contractor Agreement (this “Agreement”) is made as of August 4, 2025 (the “Effective Date”), by and between Portage Biotech Inc., a British Virgin Islands business company listed on the Nasdaq Stock Exchange (the "Company"), and Own Your Data Technologies, LLC ("Consultant”).

Bontan Corporation Inc.
Consulting Agreement • February 25th, 2010 • Bontan Corp Inc • Crude petroleum & natural gas

Further to our discussions, I am pleased to inform you that the Board of Directors have agreed to renew the Consulting Agreement dated April 1, 2003 with you for a further period of five years up to March 31, 2014. This extension is effective from April 1, 2009.

Share Option Agreement
Share Option Agreement • July 25th, 2025 • Portage Biotech Inc. • Pharmaceutical preparations • Virgin Islands

This Share Option Agreement (this “Agreement”), dated as of the Grant Date, is between Portage Biotech Inc., a corporation formed under the laws of the Territory of the British Virgin Islands (the “Company”), and Adam Melero (the “Optionee”).

MASTER LOAN AGREEMENT
Master Loan Agreement • September 3rd, 2025 • Portage Biotech Inc. • Pharmaceutical preparations • New York

This Master Loan Agreement (the “Agreement”) is dated as of August 30, 2025 by and between BitGo Prime, LLC (“BitGo,” “BitGo Prime,” or “Lender”), a limited liability company organized and existing under the laws of Delaware, and AlphaTON Capital Corp (“Borrower”), a company organized under the laws of British Virgin Islands (each, a “Party” and together, the “Parties”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 15th, 2026 • AlphaTON Capital Corp • Finance services • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of January 13, 2026, between AlphaTON Capital Corp, a British Virgin Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

LOGO] Bontan Corporation Inc. 47 Avenue Road, Suite 200 Toronto, Ontario Canada M5R 2G3 T: 416-860-0211 F: 416-361-6228 W: www.bontancorporation.com July 9, 2004 Advisory Group Limited P O Box 127 Turks and Caicos Islands Providenciale British West...
Indirect Participation Agreement • August 30th, 2004 • Bontan Corp Inc • Services-business services, nec

As you are aware, we have lent a total sume of US$1,860,843 for investment into an Indirect Participation Agreement with PNG Drilling Ventures Limited. Further, you are aware that the funds lent by us are fully secured against such IPI interest in a drilling venture, which currently works out to 0.88%.

George Kaufman Chardan Capital Markets, LLC
Placement Agency Agreement • November 6th, 2025 • AlphaTON Capital Corp • Pharmaceutical preparations

This letter (the “Agreement”) constitutes the agreement between AlphaTON Capital Corp (the “Company”) and Chardan Capital Markets, LLC (“Chardan”) pursuant to which Chardan shall serve as the exclusive placement agent (the “Services”) for the Company, on a reasonable best efforts basis, in connection with the proposed offer and placement (the “Offering”) by the Company of (i) ordinary shares (the “Shares”) of the Company, no par value (the “Ordinary Shares”) and/or (ii) pre-funded warrants to purchase Ordinary Shares (the “Pre-Funded Warrants”). The Shares and Pre-Funded Warrants actually sold by Chardan are referred to herein as the “Securities.” The terms of the Offering and the Securities shall be mutually agreed upon by the Company and the investors and nothing herein implies that Chardan would have the power or authority to bind the Company or that there is any obligation for the Company to issue any Securities or complete the Offering. The Company expressly acknowledges and agree