Bluebird Exploration Co. Sample Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 7th, 2022 • TRxADE HEALTH, INC • Wholesale-drugs, proprietaries & druggists' sundries • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 4, 2022 between TRxADE HEALTH, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
TRXADE GROUP, INC., Issuer AND Trustee INDENTURE Dated as of [●], 20[●] Debt Securities INDENTUREIndenture • August 28th, 2020 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
10% ORIGINAL ISSUE DISCOUNT SECURED CONVERTIBLE DEBENTURE DUE ____________Convertible Security Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • New York
THIS 10% ORIGINAL ISSUE DISCOUNT SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 10% Original Issue Discount Secured Convertible Debentures of SCIENTURE HOLDINGS, INC., a Delaware corporation (together with its successors and assigns, the “Company”), whose registered office is at 6308 Benjamin Road, Suite 708, Tampa, FL 33634, designated as its 10% Original Issue Discount Secured Convertible Debenture due ________________ (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
UNDERWRITING AGREEMENTUnderwriting Agreement • February 13th, 2020 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
SECURITY AGREEMENTSecurity Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations
This SECURITY AGREEMENT, dated as of November 25, 2024 (this “Agreement”), is among SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”), Scienture, LLC, a Delaware limited liability company (“Scienture” and a “Guarantor”), such other Subsidiaries of the Company as may become party hereto in accordance with Section 4(ii) hereof (each, a “Guarantor”, and together with the Company and Scienture, the “Debtors”) and the holders of the Company’s 10% original issue discount secured convertible debentures (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 23rd, 2014 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
THIS AGREEMENT (the “Agreement”) is made and entered into as of December 19, 2014 between TRXADE GROUP, INC, a Delaware corporation (the “Company”), and Donald Almeida (“Indemnitee”).
TRxADE HEALTH, INC. Up to $9,000,000 of Shares of Common Stock Equity Distribution AgreementEquity Distribution Agreement • August 6th, 2021 • TRxADE HEALTH, INC • Wholesale-drugs, proprietaries & druggists' sundries • New York
TRxADE HEALTH, INC. , a Delaware corporation (the “Company”), proposes to issue and sell through EF Hutton, a division of Benchmark Investments LLC (the “Agent”), as sales agent, up to an aggregate of $9,000,000 of shares of common stock, par value $0.00001 per share (“Common Stock”), of the Company (the “Shares”) on terms set forth herein. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 7th, 2022 • TRxADE HEALTH, INC • Wholesale-drugs, proprietaries & druggists' sundries • New York
FORM OF COMMON STOCK PURCHASE WARRANT Trxade HEALTH, Inc.Common Stock Agreement • October 7th, 2022 • TRxADE HEALTH, INC • Wholesale-drugs, proprietaries & druggists' sundries
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 date Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from TRxADE HEALTH, INC., a Delaware corporation (the “Company”), up to 2,663,045 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 AGREEMENTCommon Stock Purchase Agreement • September 13th, 2022 • TRxADE HEALTH, INC • Wholesale-drugs, proprietaries & druggists' sundries • New York
This Common Stock Purchase Agreement is entered into effective as September 7, 2022 (this “Agreement”), by and between TRxADE HEALTH Inc., Inc., a Delaware corporation (the “Company”), and White Lion Capital LLC, a Nevada limited liability company (the “Investor”).
PURCHASE AGREEMENTPurchase Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • New York
THIS PURCHASE AGREEMENT (this “Agreement”), dated as of November 25, 2024, is made by and between ARENA BUSINESS SOLUTIONS GLOBAL SPC II, LTD (the “Investor”), and SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 16th, 2024 • TRxADE HEALTH, INC • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 18th, 2015 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
THIS AGREEMENT (the “Agreement”) is made and entered into as of March 17, 2015 between TRXADE GROUP, INC, a Delaware corporation (the “Company”), and Fernando V. Sanchez (“Indemnitee”).
TRXADE GROUP, INC.Stock Option Agreement • August 14th, 2020 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
Unless otherwise defined herein, the terms in the Stock Option Agreement (the “Option Agreement”) have the same meanings as defined in the Trxade Group, Inc. Amended and Restated 2019 Equity Incentive Plan (as amended from time to time)(the “Plan”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 31st, 2024 • TRxADE HEALTH, INC • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
This Registration Rights Agreement (this “Agreement”) is dated as of ____________, 2024, by and among TRxADE Health, Inc., a Delaware corporation (the “Company”), and the several former stockholders of Scienture, Inc. signatory hereto (each, including its successors and assigns, a “Holder” and collectively, the “Holders”).
Mr. Surendra K. Ajjarapu, Chief Executive Officer Scienture Holdings, Inc. Tampa, FL 33634 Re: SCNX| Placement Agent AgreementPlacement Agent Agreement • September 25th, 2024 • Scienture Holdings, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
The purpose of this placement agent agreement (this “Agreement”) is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed Regulation A private placement (the “Placement”) by Scienture Holdings, Inc. (collectively, with its Subsidiaries and affiliates, the “Company”) of its Common Stock (the “Securities”). This Agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company expressly acknowledges and agrees that Aegis’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Aegis to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Aegis with respect to securing any other financing on behalf of the Company. The Company confirms that entry into this Agreement and completion
TRXADE GROUP, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 6th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • Florida
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into this March 1st 2021, to be effective as of the Effective Date as defined below between Trxade Group, Inc., a Delaware corporation (the “Company”), and Prashant Patel, an individual (the “Executive”) (each of the Company and Executive are referred to herein as a “Party”, and collectively referred to herein as the “Parties”).
TRXADE GROUP, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 28th, 2019 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Florida
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of 23 October 2019, by and among Trxade Group, Inc., a Delaware corporation (the “Company”), and the undersigned holders of common stock of the Company together with their qualifying transferees (the “Holders”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • Florida
This letter (this “Agreement”) constitutes the agreement between Scienture Holdings, Inc., a Delaware corporation (the “Company”) and Dawson James Securities, Inc. (“Dawson”) pursuant to which Dawson shall serve as the exclusive placement agent (the “Placement Agent”) (the “Services”), for the Company, on a reasonable “best efforts” basis, in connection with the proposed private offer and placement by the Company of its Securities (as defined Section 3 of this Agreement) in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) and Rule 506(b) of Regulation D (“Regulation D”) as promulgated by the United States Securities and Exchange Commission (the “Commission”) under the Securities Act (the “Offering”). The Company and Dawson hereby mutually agree to the terms of the Offering and the Securities, and nothing in this Agreement may be construed to suggest that Dawson would have the power or a
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 25th, 2016 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
THIS AGREEMENT (the “Agreement”) is made and entered into as of August 22, 2016 between TRXADE GROUP, INC, a Delaware corporation (the “Company”), and Michael L. Peterson (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 25, 2024, by and between SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”), and those certain purchasers identified on the signature page hereto (together with it permitted assigns, the “Investors”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Securities Purchase Agreement by and between the Company and the Investors, dated as of the date hereof (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
TRXADE GROUP, INC.Stock Option Agreement • April 26th, 2021 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
Unless otherwise defined herein, the terms in the Stock Option Agreement (the “Option Agreement”) have the same meanings as defined in the Trxade Group, Inc. Amended and Restated 2019 Equity Incentive Plan (as amended from time to time, the “Plan”).
Membership Interest PURCHASE AGREEMENTMembership Interest Purchase Agreement • April 11th, 2025 • Scienture Holdings, Inc. • Pharmaceutical preparations • Florida
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (“Agreement”) is made as of April 8, 2025, by and among SCIENTURE HOLDINGS, INC., a Delaware corporation (“Seller”), Integra Pharma Solutions LLC, a Florida limited liability company (“Company”) and TOLLO HEALTH, LLC., a Delaware limited liability company (“Buyer”). Buyer, Company and Seller are each referred to herein as a “Party” and collectively as “Parties.”
TRXADE GROUP, INC. INVESTMENT WARRANT AGREEMENTInvestment Warrant Agreement • January 5th, 2017 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Florida
THIS INVESTMENT WARRANT AGREEMENT (this "Agreement") is made and entered into as of December 31, 2016 (the “Issuance Date”), between and among Trxade Group, Inc., a Delaware corporation (the “Company”) on one hand, and Gajan A. Mahendiran and Amudha Mahendiran (collectively the “Holder”) on the other hand.
GUARANTEEGuarantee • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • New York
GUARANTEE (the “Guarantee”), dated as of November 25, 2024, by the Guarantors (as defined below) in favor of the Purchasers (as defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 15th, 2025 • Scienture Holdings, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 13, 2025, between Scienture Holdings, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Logistics Services AgreementLogistics Services Agreement • September 5th, 2014 • Trxade Group, Inc. • Metal mining • Ohio
This Logistics Services Agreement (the "Agreement") between RXTPL, a division of Masters Pharmaceutical, Inc., an Ohio Corporation ("RXTPL"), and Westminster Pharmaceuticals LLC, a Deleware corporation, with its primary office located at 17537 Darby Lane, Lutz, Florida 33558 (the "Client") is effective on the date it is signed by the last party to sign it.
CONSULTING AGREEMENTConsulting Agreement • July 31st, 2024 • TRxADE HEALTH, INC • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
This Consulting Agreement (this “Agreement”) is made and entered into as of this 25th day of July, 2024, between TRxADE HEALTH, INC., a Delaware corporation (as the name may be changed in accordance with the provisions of the DGCL, the “Company”) and Surendra K. Ajjarapu (“Consultant”). The Company and Consultant are referred to herein individually as a “Party,” or collectively as the “Parties.” The Executive Employment Agreement, dated April 14, 2020, as amended on May 5, 2020, August 29, 2022 and January 17, 2023, shall be terminated immediately upon the Service Start Date (as defined below) of this Agreement (the “Executive Employment Agreement”).
Note Purchase AgreementNote Purchase Agreement • October 16th, 2025 • Scienture Holdings, Inc. • Pharmaceutical preparations • Utah
This Note Purchase Agreement (this “Agreement”), dated as of October 14, 2025, is entered into by and between Scienture Holdings, Inc., a Delaware corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 22, 2024, between SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature page hereto (each, a “Purchaser” and together, the “Purchasers”). Each of the Company and each Purchaser shall individually be referred to herein as a “Party” and, collectively, as the “Parties.”
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 6th, 2024 • TRxADE HEALTH, INC • Wholesale-drugs, proprietaries & druggists' sundries • New York
This Stock Purchase Agreement (this “Agreement”) between Trxade Health, Inc., a Delaware corporation (“Seller”), and SUPERLATUS FOODS INC., a Delaware corporation (“Buyer”), is dated March 5th, 2024 (the “Effective Date”).
Stock PURCHASE AGREEMENTStock Purchase Agreement • April 11th, 2025 • Scienture Holdings, Inc. • Pharmaceutical preparations • Florida
This STOCK PURCHASE AGREEMENT (“Agreement”) is made as of April 8, 2025, by and among SCIENTURE HEALTH, INC., a Delaware corporation (“Seller”), BONUM HEALTH, INC., a Delaware corporation and Softell Inc, a Florida corporation (collectively known as the “Company”) and TOLLO HEALTH, LLC., a Delaware corporation (“Buyer”). Buyer, Company and Seller are each referred to herein as a “Party” and collectively as “Parties.”
TRXADE GROUP, INC. COMMON STOCK REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 26th, 2014 • Trxade Group, Inc. • Metal mining • Florida
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of ______________________, by and between Trxade Group, Inc., a Delaware corporation (the “Company”) and the INVESTOR executing a copy hereof (“Investor”).
WESTMINSTER PHARMACEUTICALS, LLC CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENTConvertible Promissory Note Purchase Agreement • October 27th, 2015 • Trxade Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Florida
THIS CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT (the “Agreement”) is made as of October __, 2015 (the “Effective Date”) by and among WESTMINSTER PHARMACEUTICAL, LLC, Inc., a Delaware limited liability Company (the “Company”), TRXADE GROUP, INC., a Delaware corporation and parent to the Company, (the “Parent”), and Gajan A. Mahendiran and Amudha Mahendiran (collectively, the “Purchaser”)
OPTION TO PURCHASE AGREEMENTOption to Purchase Agreement • June 15th, 2007 • Bluebird Exploration Co. • British Columbia
PETER LAWRENCE WELLS, businessman, 209-3608 Deercrest Drive, North Vancouver, British Columbia, Canada V7G 2S8 (hereinafter referred to as the "Vendor")