SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 24, 2018, between OncBioMune Pharmaceuticals, 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”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 4th, 2019 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 18, 2019, by and between OncBioMune Pharmaceuticals, Inc., a Nevada corporation, with headquarters located at 11441 Industriplex Blvd., Suite 190, Baton Rouge, LA 70809 (the “Company”), and CERBERUS FINANCE GROUP LTD, with its address at 50 West Liberty Street, Suite 880, Reno, NV 89501 (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 20th, 2015 • OncBioMune Pharmaceuticals, Inc • Services-advertising • Nevada
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 20, 2015, by and between ONCBIOMUNE PHARMACEUTICALS, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (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 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”).
10% original issue discount 5% Senior Convertible NOTE DUE MAY 25, 2020OncBioMune Pharmaceuticals, Inc • November 19th, 2019 • Pharmaceutical preparations • New York
THIS 10% SENIOR CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 5% Senior Convertible Notes issued at a 10% original issue discount by OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”) (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 22nd, 2020 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 16, 2020, between OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and Doug Mergenthaler (the “Purchaser”).
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE 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...Theralink Technologies, Inc. • December 1st, 2022 • Pharmaceutical preparations • Nevada
THIS 10.0% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 10.0% Original Issue Discount Senior Secured Convertible Debentures of Theralink Technologies, Inc., a Nevada corporation (the “Company”), having a place of business at 15000 West 6th Avenue, Suite 400, Golden, Colorado 80401, designated as its 10.0% Original Issue Discount Senior Secured Convertible Debenture due ________ [__]2, 2023 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
PURCHASE AGREEMENTPurchase Agreement • November 20th, 2015 • OncBioMune Pharmaceuticals, Inc • Services-advertising • Nevada
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of October 20, 2015, by and between ONCBIOMUNE PHARMACEUTICALS, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 23rd, 2022 • Theralink Technologies, Inc. • Pharmaceutical preparations • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of April [ ], 2022, between Theralink Technologies, Inc., a Nevada corporation (the “Company”), and each investor identified on the signature pages to this Agreement (each a “Purchaser”).
COMMON STOCK PURCHASE WARRANT OncBioMune Pharmaceuticals, Inc.OncBioMune Pharmaceuticals, Inc • November 19th, 2019 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, JEB Partners, L.P., 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”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”), up to 16,667 shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
COMMON STOCK PURCHASE WARRANT THERALINK TECHNOLOGIES, INC.Theralink Technologies, Inc. • December 1st, 2022 • Pharmaceutical preparations
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 earlier of the Maturity Date of the Debenture issued to Holder or the closing of a Qualified Offering (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 20281 (if no Qualified Offering has been consummated on or prior to the Maturity Date of the Debentures) or the date that is five years and six months following the closing of the Qualified Offering (such applicable date, the “Termination Date”) but not thereafter, to subscribe for and purchase from Theralink Technologies, Inc., a Nevada corporation (the “Company”), up to ______2 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant s
SECURITY AGREEMENTSecurity Agreement • November 14th, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
THIS SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of September 24, 2018 between OncBioMune Pharmaceuticals, Inc., a Nevada corporation (“OBMP”) and OncBioMune, Inc., a Louisiana corporation (the “Subsidiary”) (the Subsidiary, together with each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, which shall include all wholly-owned or majority-owned subsidiaries of OBMP acquired after the date hereof for so long as this Agreement remains in effect, are hereinafter sometimes referred to individually as a “Debtor” and, collectively, as the “Debtors”) and Cavalry Fund I LP, a Delaware limited partnership, in its capacity as Collateral Agent for the benefit of itself and each of the Purchasers (as hereinafter defined) (together with their successors and assigns, the “Secured Parties”).
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 28th, 2016 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Amended and Restated Securities Purchase Agreement (this “Agreement”) is dated as of November 23, 2016, between OncBioMune Pharmaceuticals, 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”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 31st, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 13, 2018, between OncBioMune Pharmaceuticals, 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”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 27th, 2021 • Theralink Technologies, Inc. • Pharmaceutical preparations
This Employment Agreement (“Agreement”) is made and entered into by and between OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and Jeffrey Busch (“Employee”) dated June 5, 2020.
SECURITY AGREEMENTSecurity Agreement • December 1st, 2022 • Theralink Technologies, Inc. • Pharmaceutical preparations • Nevada
This SECURITY AGREEMENT, dated as of November 29, 2022 (this “Agreement”), is among Theralink Technologies, Inc., a Nevada corporation (the “Debtor” or the “Company”), the holders of the 10.0% Original Issue Discount Senior Secured Convertible Debentures issued by the Company in the original aggregate principal amount of up to $[_____] (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”), and Cavalry Fund I Management LLC, a Delaware limited liability company, in its capacity as Agent (as defined below).
STOCK OPTION AGREEMENT (U.S. Persons)Stock Option Agreement • July 26th, 2011 • PediatRx Inc. • Pharmaceutical preparations • Nevada
PEDIATRX INC., a company incorporated pursuant to the laws of the State of Nevada, with an office at 405 Trimmer Road, Suite 200, Califon, New Jersey 07830
COMMON STOCK PURCHASE WARRANT ONCBIOMUNE PHARMACEUTICALS, inc.OncBioMune Pharmaceuticals, Inc • June 11th, 2020 • Pharmaceutical preparations • Nevada
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, Doug Mergenthaler (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time after the Issue Date and on or after the filing of an amendment to the Company’s Articles of Incorporation to increase the number of shares of the Company’s Common Stock that the Company is authorized to issue with the Secretary of State of the State of Nevada (the “Initial Exercise Date”) and on or prior to the close of business on the Termination Date (as defined below) but not thereafter, to subscribe for and purchase from OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”), of up to 656,674,588 shares (subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock, par value $0.0001 per share (“Common Stock”). This Warrant is being issued in connection with the Asset Purchase Agreement, dated May 12,
SUBSIDIARY GUARANTYSubsidiary Guaranty • November 14th, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This SUBSIDIARY GUARANTY (as amended, restated, supplemented, or otherwise modified and in effect from time to time, this “Guaranty”) is made as of this 24th day of September, 2018, jointly and severally, between OncBioMune Pharmaceuticals, Inc., a Nevada corporation (“OBMP”) and OncBioMune, Inc., a Louisiana corporation (“the “Subsidiary” and, together with OBMP, the “Companies”) (the Subsidiary together with each other person or entity who becomes a party to this Guaranty by execution of a joinder in the form of Exhibit A attached hereto, which shall include all wholly-owned or majority-owned subsidiaries of OBMP acquired after the date hereof for so long as this Guaranty remains in effect, shall each referred to individually as a “Guarantor” and collectively as the “Guarantors”); in favor of the Purchasers listed on the signature pages of that certain Securities Purchase Agreement dated September 24, 2018 (each, a “Purchaser”, and together with its successors and assigns and each ot
ContractPrivate Placement Subscription Agreement • October 14th, 2014 • Quint Media Inc. • Services-advertising • Nevada
THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE "SUBSCRIPTION AGREEMENT") RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 6th, 2021 • Theralink Technologies, Inc. • Pharmaceutical preparations • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of July 30, 2021, between Theralink Technologies, Inc., a Nevada corporation (the “Company”), and each investor identified on the signature pages to this Agreement (each a “Purchaser”).
PLEDGE AGREEMENTPledge Agreement • May 31st, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
THIS PLEDGE AGREEMENT made as of this 29th day of January, 2018 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), by OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Pledgor”) and Cavalry Fund I LP, a Delaware limited partnership, in its capacity as agent (subject to Section 1A, below) (“Agent”) for the Purchasers identified below (in such capacity, together with its successors and assigns, the “Pledgee”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 5th, 2016 • OncBioMune Pharmaceuticals, Inc • Services-advertising • Louisiana
THIS EMPLOYMENT AGREEMENT is effective as of February 2, 2016 (“Effective Date”) between OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”) and Jonathan F. Head, Ph.D. (“Executive”).
SHARE PURCHASE AGREEMENTPurchase Agreement • April 9th, 2013 • PediatRx Inc. • Pharmaceutical preparations • Nevada
THEREFORE, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged by each of the parties), the parties covenant and agree as follows:
ContractPrivate Placement Subscription Agreement • December 2nd, 2010 • Striker Energy Corp • Pharmaceutical preparations • Nevada
THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE "SUBSCRIPTION AGREEMENT") RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • September 30th, 2011 • PediatRx Inc. • Pharmaceutical preparations • New Jersey
NOW THEREFORE in consideration of the premises, the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the parties hereby covenant and agree as follows:
Employment AgreementEmployment Agreement • September 16th, 2010 • Striker Energy Corp • Pharmaceutical preparations • New Jersey
PEDIATRX INC., a Nevada corporation having an address for the conduct of business located at 405 Trimmer Road, Suite 200, Califon, NJ, 07830, USA
Management Stock AgreementManagement Stock Agreement • November 3rd, 2010 • Striker Energy Corp • Pharmaceutical preparations • New Jersey
STRIKER ENERGY CORP., a Company formed pursuant to the laws of the State of Nevada and having an office for business located at 360 Bay Street, Suite 901, Toronto, Ontario, Canada
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 26th, 2023 • Theralink Technologies, Inc. • Pharmaceutical preparations • Delaware
This Agreement and Plan of Merger (this “Agreement”), is entered into as of May 23, 2023 by and among Theralink Technologies, Inc., a Nevada corporation (the “Company”), IMAC Holdings, Inc., a Delaware corporation (“Parent”), and IMAC Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.01 hereof.
COMMON STOCK PURCHASE WARRANT THERALINK TECHNOLOGIES, inc.Theralink Technologies, Inc. • August 6th, 2021 • Pharmaceutical preparations • Nevada
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, Doug Mergenthaler (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time after the Issue Date and on or after the period that the Company (as defined below) is current in its reporting obligations with the Securities and Exchange Commission and upon the CUSIP eligibility of the Warrant Shares (as defined below) (the “Initial Exercise Date”) and on or prior to the close of business on the Termination Date (as defined below) but not thereafter, to subscribe for and purchase from Theralink Technologies, Inc., a Nevada corporation (the “Company”), of up to 63,897,764 shares (subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock, par value $0.0001 per share (“Common Stock”). This Warrant is being issued in connection with the Securities Purchase Agreement, dated July 30, 2021 by and between
ContractStriker Energy Corp • July 9th, 2010 • Metal mining • Nevada
NONE OF THE SHARES TO WHICH THIS SUBSCRIPTION AGREEMENT RELATES HAVE BEEN REGISTERED UNDER THE 1933 ACT OR ANY U.S. STATE SECURITIES LAWS AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO U.S. PERSONS (AS DEFINED HEREIN) EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SHARES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE 1933 ACT.
ContractIrrevocable Management Trust Agreement • February 21st, 2019 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations
IRREVOCABLE MANAGEMENT TRUST AGREEMENT NUMBER F/2868 (TWO THOUSAND EIGHT HUNDRED SIXTY EIGHT) DATED March 10, 2017 (THE “AGREEMENT”), ENTERED INTO BY AND BETWEEN EACH OF MANUEL COSME ODABACHIAN AND CARLOS FERNANDO ALAMAN VOLNIE, IN THEIR CAPACITY AS TRUSTORS AND BENEFICIARIES (COLLECTIVELY, “BENEFICIARY A”), ON THEIR OWN BEHALF; ONCBIOMUNE PHARMACEUTICALS, INC., IN ITS CAPACITY AS TRUSTOR AND BENEFICIARY (“BENEFICIARY B”), REPRESENTED HEREIN BY ANDREW ALBERT KUCHARCHUK; AND BANCO ACTINVER, S.A., INSTITUCIÓN DE BANCA MÚLTIPLE, GRUPO FINANCIERO ACTINVER, AS TRUSTEE (THE “TRUSTEE”), REPRESENTED HEREIN BY ITS TRUST OFFICERS OSCAR MEJÍA REYES AND GABRIELA ALEJANDRA ESPÍNDOLA; PURSUANT TO THE FOLLOWING REPRESENTATIONS AND CLAUSES:
Consulting AgreementConsulting Agreement • June 11th, 2020 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • Colorado
This consulting agreement (the “Agreement”), effective 5th day of June, 2020 (“Effective Date”) by and between Andrew Kucharchuk (“Consultant”), an individual whose address is 549 Millgate Place, Baton Rouge, LA 70808 and OncBioMune Pharmaceuticals, Inc., a Nevada corporation with its principal office located at 8000 Innovation Park Dr., Baton Rouge, LA 70820 together with its affiliates and subsidiaries (“OncBioMune” or the “Company”).
COMMON STOCK PURCHASE WARRANT THERALINK TECHNOLOGIES, inc.Common Stock Purchase Warrant • May 23rd, 2022 • Theralink Technologies, Inc. • Pharmaceutical preparations • Nevada
THIS COMMON STOCK PURCHASE WARRANT (this “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 after the Issue Date and upon the filing of an amendment to the Corporation’s certificate of incorporation with the Secretary of State of the State of Nevada to increase the Corporation’s authorized Common Stock to 100,000,000,000 (the “Initial Exercise Date”), and on or prior to the close of business on the Termination Date (as defined below) but not thereafter, to subscribe for and purchase from Theralink Technologies, Inc., a Nevada corporation (the “Company”), of up to [ ] shares (subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock, par value $0.0001 per share (“Common Stock”). This Warrant is being issued in connection with the Securities Purchase Agreement, dated April [ ], 2022 by and between the Company and the Holder
AMENDMENT #1 TO THE SHARE EXCHANGE AGREEMENT DATED JUNE 22, 2015Share Exchange Agreement • September 8th, 2015 • OncBioMune Pharmaceuticals, Inc • Services-advertising
THIS AMENDMENT #1 TO THE SHARE EXCHANGE AGREEMENT DATED June 22, 2015 (the “Amendment”) is made effective as of September 2, 2015, by and between Quint Media, Inc., OncBiomune, Inc., Robert L. Elliott, M.D., and Jonathan F. Head, Ph. D. (collectively the “Parties”).
COMMON STOCK PURCHASE WARRANT ONCBIOMUNE PHARMACEUTICALS, INC.OncBioMune Pharmaceuticals, Inc • June 11th, 2020 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _________, an 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 September 5, 2020 (the “Initial Exercise Date”) and on or prior to the close of business on September 5, 2025, (the “Termination Date”, provided, however, that if such date is not a Trading Day, the Termination Date shall be the immediately following Trading Day (as defined below)) but not thereafter, to subscribe for and purchase from ONCBIOMUNE PHARMACEUTICALS, 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).
