ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 17th, 2014 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip
This ASSET PURCHASE AGREEMENT, dated November 7, 2014 (the “Agreement”), is by and among Amarantus Bioscience Holdings, Inc., a Nevada corporation (“Amarantus”), Regenicin, Inc., a Nevada corporation (“Regenicin”), Clark Corporate Law Group, LLP (fka Cane Clark, LLP, hereinafter “CCLG”), and Gordon & Rees, LLP (“Gordon & Rees”). The parties identified above are sometimes hereinafter individually referred to as a “Party” and collectively as the “Parties”.
REGENICIN, INC. LOCK-UP LEAK OUT AGREEMENTLeak Out Agreement • August 18th, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • New York
This LOCK-UP LEAK-OUT AGREEMENT (the “Agreement”) is made as of August __, 2010 (the “Effective Date”) by and between REGENICIN, INC., (formerly WINDSTAR, INC.), a Nevada corporation (the “Company”) and the undersigned Shareholder (as defined below).
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 13th, 2015 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip
This AMENDMENT TO ASSET PURCHASE AGREEMENT, dated January 30, 2015, (the “Amended Agreement”), is intended to amend that certain Asset Purchase Agreement dated November 7, 2014 (the “Original Agreement”), by and among Amarantus Bioscience Holdings, Inc., a Nevada corporation (“Amarantus”), Regenicin, Inc., a Nevada corporation (“Regenicin”), Clark Corporate Law Group, LLP (fka Cane Clark, LLP, hereinafter “CCLG”), and Gordon & Rees, LLP (“Gordon & Rees”), but only as to the rights and obligations of Amarantus, Regenicin and CCLG (the “Affected Parties”). As a result, the only signatories to this Amended Agreement shall be the Affected Parties.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 18th, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip
This Registration Rights Agreement (this “Agreement”) is dated as of July __, 2010 between Regenicin, Inc. (f/k/a/ Windstar, 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 • August 18th, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July __, 2010 between Regenicin, Inc. (f/k/a/ Windstar, 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”).
ContractStock Purchase Agreement • October 12th, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • Delaware
* Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment and those portions have been filed separately with the Securities and Exchange Commission.
SETTLEMENT AGREEMENTSettlement Agreement • February 27th, 2015 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • New Jersey
This Settlement Agreement (the "Settlement Agreement") and release of claims is made and entered into as of February 23, 2015, (the "Effective Date") by and among the following parties: LONZA GROUP, LTD. ("LONZA GROUP"), LONZA AMERICA, INC. ("LAI"), LONZA WALKERSVILLE, INC. ("LWI") (collectively "Lonza") and
PROMISSORY NOTE AND SECURITY AGREEMENTPromissory Note • April 7th, 2011 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip
For good and valuable consideration, Regenicin, Inc., a Nevada Corporation, ("Maker"), hereby makes and delivers this Promissory Note and Security Agreement (this "Note") in favor of NPNC Management, LLC a Nevada Limited Liability Company, John Weber, Joseph Rubinfeld and Craig Eagle, or their assigns ("Holders"), and hereby agree as follows:
KNOW-HOW LICENSE AND STOCK PURCHASE AGREEMENTExclusive License Agreement • April 27th, 2011 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • California
Regenicin, Inc., having a principal address at 10 High Court, Little Falls, NJ 07424 (hereafter Regenicin); and Lonza Walkersville, Inc., having a principal address at 8830 Biggs Ford Road, Walkersville, MD 21793 (hereafter LWI or Lonza);
ContractPrivate Placement Subscription Agreement • July 21st, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • Nevada
NONE OF THE SECURITIES TO WHICH THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE "SUBSCRIPTION AGREEMENT") RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (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 THAT TERM IS DEFINED IN REGULATION S UNDER THE 1933 ACT) 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.
Regenicin, Inc.Regenicin, Inc. • August 4th, 2010 • Industrial & commercial fans & blowers & air purifing equip
This letter will confirm the agreement between you and Regenicin, Inc. (f/k/a Windstar, Inc.) (“Regenicin”) that, notwithstanding anything to the contrary set forth in Section 3(a) of the Employment Agreement, your annual base salary will be $125,000 until such time as Regenicin achieves a positive net income for the preceding calendar quarter as determined in accordance with GAAP and reported in Regenicin’s financial statements filed with the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended. Immediately upon Regenicin attaining such positive net income, your annual base salary will be increased to $250,000 as stated in the Employment Agreement.
EXECUTIVE OFFICER EMPLOYMENT AGREEMENTExecutive Officer Employment Agreement • October 5th, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • New Jersey
THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated as of October 4, 2010, is by and between Regenicin, Inc., a Nevada corporation (the "Company"), and Christopher Hadsall (the "Employee").
AGREEMENTAgreement • August 18th, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • Nevada
THIS AGREEMENT (this “Agreement”) is made this 29th day of July, 2010, by and among THE BROADSMOORE GROUP, LLC, a Delaware limited liability company (“Broadsmoore”), REGENICIN, INC., a Nevada corporation (“Regenicin”), and RANDY MCCOY, an individual and resident of the State of New Jersey (“McCoy”). Each of Broadsmoore, Regenicin and McCoy are each individually referred to as a “party” and collectively as the “parties”. Terms appearing in initial capital form and not otherwise defined herein shall have the meaning ascribed to them in the LOI (as defined below).
WINDSTAR, INC. CONFIDENTIALITY, INVENTION ASSIGNMENT, CONFLICT OF INTEREST AND NON-COMPETE AGREEMENT FOR EMPLOYEES AND CONSULTANTSCompete Agreement • July 22nd, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • New Jersey
THIS CONFIDENTIALITY, INVENTION ASSIGNMENT, CONFLICT OF INTEREST AND NON-COMPETE AGREEMENT (this "Agreement") is made as of the 16th day of July, 2010 by the individual named below (the "Undersigned") and Windstar, Inc., a Nevada Corporation (“Windstar”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 5th, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • New Jersey
THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of October 4, 2010, is by and between Regenicin, Inc., a Nevada corporation (the “Company”), and Joseph Connell (the “Employee”).
REGENICIN, INC. 2010 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • January 11th, 2011 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip
Pursuant to your Stock Option Grant Notice (the “Grant Notice”) and this Stock Option Agreement (this “Agreement”), Regenicin, Inc. has granted you an Option under its 2010 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice (the “Shares”) at the exercise price indicated in your Grant Notice. Capitalized terms not defined in this Agreement but defined in the Plan have the same definitions as in the Plan.
EXECUTIVE OFFICER EMPLOYMENT AGREEMENTExecutive Officer Employment Agreement • July 22nd, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • New Jersey
THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated as of July 16, 2010, is by and between Windstar, Inc., a Nevada corporation (the "Company"), and Randall E. McCoy (the "Employee").
ASSIGNMENT OF ASSETS AGREEMENTAssignment of Assets Agreement • July 21st, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • Nevada
THIS ASSIGNMENT OF ASSETS AGREEMENT (this “Agreement”) is entered into as of this 15th day of July, 2010, by and between Windstar, Inc. (“Assignor”) and Siew Mee Fam and Sze Yein Wong (together “Assignee”).
STOCK AND DEBT PURCHASE AGREEMENTStock and Debt Purchase Agreement • July 21st, 2010 • Regenicin, Inc. • Industrial & commercial fans & blowers & air purifing equip • Nevada
THIS STOCK AND DEBT PURCHASE AGREEMENT (the “Agreement”) is made as of this 15th day of July 2010, by and among Siew Mee Fam and Sze Yein Wong (the “Sellers”) and Randall McCoy (the “Purchaser”).
