Brainstorm Cell Therapeutics Inc. Sample Contracts

Brainstorm Cell Therapeutics Inc. – COMMON STOCK PURCHASE WARRANT BRAINSTORM CELL THERAPEUTICS INC. (August 2nd, 2019)

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 the Initial Exercise Date (as set forth above) and on or prior to the close of business on December 31, 2021 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Brainstorm Cell Therapeutics 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).

Brainstorm Cell Therapeutics Inc. – WARRANT EXERCISE AGREEMENT (August 2nd, 2019)

This Warrant Exercise Agreement (this “Agreement”), dated as of August 2, 2019, is by and among Brainstorm Cell Therapeutics Inc., a Delaware corporation (the “Company”), and the undersigned holder of a Common Stock Purchase Warrant (the “Existing Warrant”) issued by the Company on June 6, 2018 (the “Holder”).

Brainstorm Cell Therapeutics Inc. – DISTRIBUTION AGREEMENT (June 11th, 2019)

Brainstorm Cell Therapeutics Inc., a Delaware corporation (the “Company”), confirms its agreement with Raymond James & Associates, Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you,” the “Agent” or “Raymond James”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of common stock, $0.00005 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $20,000,000 (the “Maximum Amount”), subject to the limitations set forth in Section 2(h) hereof, on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.

Brainstorm Cell Therapeutics Inc. – August 28th, 2018 (March 29th, 2019)

I am pleased to confirm an offer for you, by way of this offer letter (this “Letter”) to join BRAINSTORM CELL THERAPEUTICS INC., a Delaware corporation (the “Company”) on a full-time basis, in the position of Chief Commercial Officer (CCO). Your employment commencement date shall be no later than August 28th , 2018 (the “Effective Date”) and shall continue until terminated pursuant to the terms hereof (collectively, the “Employment Period”).

Brainstorm Cell Therapeutics Inc. – BRAINSTORM CELL THERAPEUTICS INC. AMENDMENT NO. 2 TO 2014 STOCK INCENTIVE PLAN (November 30th, 2018)

The 2014 Stock Incentive Plan (the “Plan”) of Brainstorm Cell Therapeutics Inc., a Delaware corporation (the “Company”), is hereby amended by this AMENDMENT NO. 2 as follows:

Brainstorm Cell Therapeutics Inc. – BRAINSTORM CELL THERAPEUTICS INC. AMENDMENT NO. 2 TO 2014 GLOBAL SHARE OPTION PLAN (November 30th, 2018)

The 2014 Global Share Option Plan (the “Plan”) of Brainstorm Cell Therapeutics Inc., a Delaware corporation (the “Company”), is hereby amended by this AMENDMENT NO. 2 as follows:

Brainstorm Cell Therapeutics Inc. – WARRANT EXERCISE AGREEMENT (June 7th, 2018)

This Warrant Exercise Agreement (this “Agreement”), dated as of June 6, 2018, is by and among Brainstorm Cell Therapeutics Inc., a Delaware corporation (the “Company”), and the undersigned holder of a Common Stock Purchase Warrant (the “Existing Warrant”) issued by the Company on January 8, 2015 (the “Holder”).

Brainstorm Cell Therapeutics Inc. – COMMON STOCK PURCHASE WARRANT BRAINSTORM CELL THERAPEUTICS INC. (June 7th, 2018)

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 the Initial Exercise Date (as set forth above) and on or prior to the close of business on December 31, 2020 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Brainstorm Cell Therapeutics 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).

Brainstorm Cell Therapeutics Inc. – RESTRICTED STOCK AWARD AGREEMENT (March 8th, 2018)

This Restricted Stock Award Agreement (the “Agreement”) includes the Notice of Issuance attached hereto as Exhibit A (the “Notice of Issuance”), which is incorporated herein by reference and is made and entered into as of the Date of Grant shown in the Notice of Issuance by and between Brainstorm Cell Therapeutics Inc. (the “Company”) and the Participant named in the Notice of Issuance. Capitalized terms not defined in this Agreement shall have the meaning ascribed to them in the Plan.

Brainstorm Cell Therapeutics Inc. – 2017 AMENDMENT OF WARRANTS AND SUBSCRIPTION AGREEMENT (November 3rd, 2017)

This 2017 Amendment of Warrants and Subscription Agreement (the “Amendment”) is entered into by and among ACCBT Corp. (“ACCBT”), ACC International Holdings Ltd. (“ACC”, and together with ACCBT and their affiliated entities, the “ACCBT Entities”), and Brainstorm Cell Therapeutics Inc. (the “Company”), dated as of the date executed by the parties hereto, and effective November 5, 2017 (the “Effective Date”). Reference is hereby made to that certain Subscription Agreement by and between ACCBT and the Company, dated as of July 2, 2007 (as amended, the “Subscription Agreement”), a related Registration Rights Agreement between the Company and ACCBT, and any and all issued and outstanding warrants to purchase Company common stock held by the ACCBT Entities as of the date hereof (the “ACCBT Warrants”) and any related documents (all of the foregoing documents together, the “ACCBT Documents”). For the avoidance of doubt, stock options and other compensation issued by the Company to Chaim Lebovit

Brainstorm Cell Therapeutics Inc. – EMPLOYMENT AGREEMENT Executed on this 31 day of October, 2017 (November 3rd, 2017)

This Employment Agreement (the “Agreement”) is entered into by and between Brainstorm Cell Therapeutics Ltd., with offices at 12 Bazel Street, Petach Tikva, Israel (the “Company”) and Mr. Eyal Rubin, I.D. No. ###-##-#### of [_____________] (the “Executive”).

Brainstorm Cell Therapeutics Inc. – Second Amendment to Employment Agreement (October 17th, 2017)

This Second Amendment to Employment Agreement (this “Amendment”) effective July 26, 2017 (the “Second Amendment Effective Date”) is an amendment to that certain Employment Agreement (the “Agreement”) dated as of September 28, 2015 and amended March 7, 2017, by and between Brainstorm Cell Therapeutics Ltd., a company incorporated under the laws of the State of Israel and maintaining its principal place of business at 12 Bazel St. Petach Tikva, Israel (the “Subsidiary”), Brainstorm Cell Therapeutics Inc. (the “Company”) and Chaim Lebovits (the “Employee”).

Brainstorm Cell Therapeutics Inc. – RESTRICTED STOCK AWARD AGREEMENT (October 17th, 2017)

This Restricted Stock Award Agreement (the “Agreement”) includes the Notice of Issuance attached hereto as Exhibit A (the “Notice of Issuance”), which is incorporated herein by reference and is made and entered into as of the Date of Grant shown in the Notice of Issuance by and between Brainstorm Cell Therapeutics Inc. (the “Company”) and the Participant named in the Notice of Issuance. Capitalized terms not defined in this Agreement shall have the meaning ascribed to them in the Plan.

Brainstorm Cell Therapeutics Inc. – Brainstorm Cell Therapeutics Inc. 3rd Amendment to the Second Amended and Restated Director Compensation Plan (adopted July 13, 2017) (October 17th, 2017)

This 3rd Amendment to the Second Amended and Restated Director Compensation Plan is hereby adopted by the Board of Directors (the “Board”) of Brainstorm Cell Therapeutics Inc. (the “Corporation”) and amends the Second Amended and Restated Director Compensation Plan of the Corporation dated July 9, 2014, as amended by the 1st Amendment to the Second Amended and Restated Director Compensation Plan dated April 29, 2015 and the 2nd Amendment to the Second Amended and Restated Director Compensation Plan dated February 26, 2017 (as amended, the “Plan”), with effect from the date of adoption by the Board, as follows:

Brainstorm Cell Therapeutics Inc. – Brainstorm Cell Therapeutics Inc. 2nd Amendment to the Second Amended and Restated Director Compensation Plan (adopted February 26, 2017) (March 29th, 2017)

This 2nd Amendment to the Second Amended and Restated Director Compensation Plan is hereby adopted by the Board of Directors (the “Board”) of Brainstorm Cell Therapeutics Inc. (the “Corporation”) and amends the Second Amended and Restated Director Compensation Plan of the Corporation dated July 9, 2014, as amended by the 1st Amendment to the Second Amended and Restated Director Compensation Plan dated April 29, 2015 (as amended, the “Plan”), with effect from the date of adoption by the Board, as follows:

Brainstorm Cell Therapeutics Inc. – EMPLOYMENT AGREEMENT (March 6th, 2017)

This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of February 28th, 2017 (the “Signature Date”), is entered into by and between BRAINSTORM CELL THERAPEUTICS INC., a Delaware corporation with a mailing address of 3 University Plaza Drive, Hackensack, NJ 07601 (the “Company”), and DR. RALPH KERN, an individual, with a mailing address of 959 First Avenue, New York, NY 10022 (the “Executive”).

Brainstorm Cell Therapeutics Inc. – AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED RESEARCH AND LICENSE AGREEMENT (March 9th, 2016)

This amendment no. 3 to the Second Amended and Restated Research and License Agreement (this “Amendment”) is entered into as of February 18, 2016 by and between Ramot at Tel Aviv University Ltd., a company organized under the laws of Israel with offices at Tel Aviv University, Tel Aviv, Israel (“Ramot”) and Brainstorm Cell Therapeutics Ltd., a limited liability company incorporated under the laws of Israel with offices at 12 Bazel Street, Petach Tikva, Israel 49170 (the “Company”).

Brainstorm Cell Therapeutics Inc. – First Amendment to Employment Agreement (March 9th, 2016)

This First Amendment to Employment Agreement (this "Amendment") dated March 7, 2016 is an amendment to that certain Employment Agreement (the "Agreement") dated as of September 28, 2015, by and between Brainstorm Cell Therapeutics Ltd., a company incorporated under the laws of the State of Israel and maintaining its principal place of business at 12 Bazel St. Petach Tikva, Israel (the “Subsidiary”), and Chaim Lebovits (the "Executive"). This Amendment also serves as an amendment to the Option Agreement by and between Brainstorm Cell Therapeutics Inc. (the “Company”) and the Executive dated September 28, 2015 (the “Option Agreement”).

Brainstorm Cell Therapeutics Inc. – AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED RESEARCH AND LICENSE AGREEMENT (March 9th, 2016)

This amendment no. 2 to the Second Amended and Restated Research and License Agreement (this “Amendment”) is entered into as of April 30, 2014 (the “Amendment Effective Date”), by and between Ramot at Tel Aviv University Ltd., a company organized under the laws of Israel with offices at Tel Aviv University, Tel Aviv, Israel (“Ramot”) and Brainstorm Cell Therapeutics Ltd., a limited liability company incorporated under the laws of Israel with offices at 12 Bazel Street, Petach Tikva, Israel 49170 (the “Company”).

Brainstorm Cell Therapeutics Inc. – First Amendment to Employment Agreement (November 16th, 2015)

This First Amendment to Employment Agreement (this "Amendment") dated as of the date of the last signature set forth below and with effect from October 30, 2015 (the “Effective Date”) is an amendment to that certain Employment Agreement (the "Agreement") dated as of June 9, 3014 between Brainstorm Cell Therapeutics, Inc., a Delaware limited liability company (the "Company"), and Anthony Fiorino, M.D., Ph.D. (the "Executive").

Brainstorm Cell Therapeutics Inc. – First Amendment to Employment Agreement (November 16th, 2015)

This First Amendment to Employment Agreement (this "Amendment") dated as of the date of the last signature set forth below and with effect from December 1, 2015 (the “Effective Date”) is an amendment to that certain Employment Agreement (the "Agreement") dated as of July 30, 2015 between Brainstorm Cell Therapeutics, Inc., a Delaware limited liability company (the "Company"), and Yoram Bibring (the "Executive").

Brainstorm Cell Therapeutics Inc. – EMPLOYMENT AGREEMENT (September 28th, 2015)

This EMPLOYMENT AGREEMENT is entered into as of September 28, 2015 by and between Brainstorm Cell Therapeutics Ltd., a company incorporated under the laws of the State of Israel and maintaining its principal place of business at 12 Bazel St. Petach Tikva, Israel, registration #: (the “Company”), and Chaim Lebovits, residing at 68 Katznelbogen St., Jerusalem, Israel (the “Employee”).

Brainstorm Cell Therapeutics Inc. – CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF BRAINSTORM CELL THERAPEUTICS INC. (September 4th, 2015)

Brainstorm Cell Therapeutics Inc. (hereinafter called the “Corporation”), organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows:

Brainstorm Cell Therapeutics Inc. – BRAINSTORM CELL THERAPEUTICS INC. Nonstatutory Stock Option Agreement (August 3rd, 2015)
Brainstorm Cell Therapeutics Inc. – EMPLOYMENT AGREEMENT (August 3rd, 2015)

This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of July 30, 2015 (the “Effective Date”), is entered into by and between Brainstorm Cell Therapeutics Inc., a Delaware corporation (the “Company”), and Mr. Yoram Bibring (the “Executive”).

Brainstorm Cell Therapeutics Inc. – AMENDMENT TO EMPLOYMENT AGREEMENT (May 14th, 2015)

THIS AMENDMENT (the “Amendment”) is entered into as of the date set forth below, effective as of March 1st, 2015 (the “Effective Date”), by and between Brainstorm Cell Therapeutics Ltd., a company organized under the laws of the State of Israel, with offices at 12 Bazel street Petah-Tikvah, Israel, registered # 513601021, (the "Company") and Alla Patlis of Salant 57 str.,Petah Tikwa (the "Employee").

Brainstorm Cell Therapeutics Inc. – SEPARATION AGREEMENT (May 14th, 2015)

2015, by and between BrainStorm Cell Therapeutics Ltd. (the "Company") of the first part; and Ms. Liat Sossover, (the "Employee") of the second part.

Brainstorm Cell Therapeutics Inc. – Brainstorm Cell Therapeutics Inc. 1st Amendment to the Second Amended and Restated Director Compensation Plan (adopted April 29, 2015) (May 14th, 2015)

This 1st Amendment to the Second Amended and Restated Director Compensation Plan is hereby adopted by the Board of Directors (the “Board”) of Brainstorm Cell Therapeutics Inc. (the “Corporation”) and amends the Second Amended and Restated Director Compensation Plan of the Corporation dated July 9, 2014, with effect from the date of adoption by the Board, as follows:

Brainstorm Cell Therapeutics Inc. – BrainStorm Announces Receipt of Approximately $3.1 Million from Warrant Exercises (January 15th, 2015)

NEW YORK, NY & PETACH TIKVAH, ISRAEL – January 7, 2015 - BrainStorm Cell Therapeutics Inc. (NASDAQ:BCLI), a leading developer of adult stem cell technologies for neurodegenerative diseases, today announced that since January 2, 2015 it has received approximately $3.1 million from the exercise of warrants for approximately 700 thousand shares, which were issued in a June 2012 private placement.

Brainstorm Cell Therapeutics Inc. – COMMON STOCK PURCHASE WARRANT BRAINSTORM CELL THERAPEUTICS INC. (January 8th, 2015)

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 the Initial Exercise Date (as set forth above) and on or prior to the close of business on June 19, 2018 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Brainstorm Cell Therapeutics 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).

Brainstorm Cell Therapeutics Inc. – SUBJECT TO MAXIM COMMITMENT COMMITTEE APPROVAL (January 8th, 2015)

We are pleased that Brainstorm Cell Therapeutics, Inc., a Delaware corporation (the “Company”) has decided to retain Maxim Group LLC (“Maxim” or the “Solicitation Agent”) to provide general financial advisory and investment banking services to the Company as set forth herein. This letter agreement (“Agreement”) will confirm the Solicitation Agent’s acceptance of such retention and set forth below are the terms of our engagement.

Brainstorm Cell Therapeutics Inc. – WARRANT EXERCISE AGREEMENT (January 8th, 2015)

This Warrant Exercise Agreement (this “Agreement”), dated as of January 8, 2015, is by and among Brainstorm Cell Therapeutics Inc., a Delaware corporation (the “Company”), and the undersigned holder of a Common Stock Purchase Warrant (the “Existing Warrant”) issued by the Company on June 19, 2014 (the “Holder”).

Brainstorm Cell Therapeutics Inc. – Nonstatutory Stock Option Agreement Granted Under 2014 Stock Incentive Plan (November 4th, 2014)
Brainstorm Cell Therapeutics Inc. – Incentive Stock Option Agreement Granted Under 2014 Stock Incentive Plan (November 4th, 2014)
Brainstorm Cell Therapeutics Inc. – OPTION AGREEMENT (November 4th, 2014)

This Option Agreement includes the Notice of Option Grant attached hereto as Exhibit A (the “Notice of Option Grant”), which is incorporated herein by reference and is made and entered into as of the Date of Grant shown in the Notice of Option Grant by and between Brainstorm Cell Therapeutics Inc. (the “Company”) and the Participant named in the Notice of Option Grant. Capitalized terms not defined in this Option Agreement shall have the meaning ascribed to them in the Plan.