Glucotrack, Inc. Sample Contracts
FORM OF REPRESENTATIVE’S COMMON STOCK PURCHASE WARRANT Glucotrack, inc.Common Stock Purchase Warrant • November 4th, 2024 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • New York
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 _______________, 2024 (the “Initial Exercise Date”) and until _______________, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Glucotrack, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 5th, 2025 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of February 4, 2025, between Glucotrack, 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”).
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 7th, 2018 • Integrity Applications, Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of _____________, 2017, by and among Integrity Applications, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT GLUCOTRACK, INC.Pre-Funded Common Stock Purchase Warrant • November 14th, 2024 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. 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 (such date, the “Initial Exercise Date”) until the date this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Glucotrack, Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of common stock, par value $0.001 per share, of the Company (“Common Stock”), subject to adjustment hereunder. 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole regist
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 14th, 2016 • Integrity Applications, Inc. • Surgical & medical instruments & apparatus • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of April 8, 2016, by and among Integrity Applications, 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”).
FORM OF SERIES D-2 COMMON STOCK PURCHASE WARRANT INTEGRITY APPLICATIONS, INC.Security Agreement • March 7th, 2018 • Integrity Applications, Inc. • Surgical & medical instruments & apparatus
THIS SERIES D-2 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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Integrity Applications, Inc., a Delaware corporation (the “Company”), up to _____ shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, par value $0.001 per share, of the Company (the “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).
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 19th, 2020 • Integrity Applications, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 14, 2020 by and among Integrity Applications, 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”).
GLUCOTRACK, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 17th, 2023 • GlucoTrack, Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, GlucoTrack, Inc., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of GlucoTrack, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the (“Underwriter”) as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 22nd, 2011 • Integrity Applications, Inc. • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of this 16th day of December, 2010 by and among INTEGRITY APPLICATIONS, INC., a Delaware corporation (the “Company”), ANDREW GARRETT, INC. a broker-dealer registered with the Financial Industry Regulatory Authority, Inc., (the “Placement Agent”), and each of the undersigned investors (collectively with the Placement Agent, the “Investors”) who has executed and delivered either (i) a subscription agreement, dated on or about the date hereof, by and between the Company and such Investor (the “Subscription Agreement”), in connection with the offering by the Company of up to $12.5 million of shares of its Common Stock, or (ii) that certain Note Purchase Agreement, dated March 9, 2010 (the “Note Purchase Agreement”), among A.D. Integrity Applications Ltd, an Israeli company (“Integrity-Israel”), such Investor, and the other signatories thereto, in connection with the sale and issuance by Integrity-Israel of its
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2024 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of November 13, 2024, between Glucotrack, 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”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 5th, 2025 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • New York
SERIES B COMMON STOCK PURCHASE WARRANT GLUCOTRACK, INC.Series B Common Stock Purchase Warrant • November 8th, 2024 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
THIS SERIES B COMMON STOCK PURCHASE WARRANT (“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 Shareholder Approval Date (as defined below) (such date, the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York, New York time) on the two and one-half (2.5) year anniversary of the Initial Exercise Date, provided that if such date is not a Trading Day, the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from Glucotrack, Inc., a Delaware corporation (the “Company”), up to [______] shares of Common Stock, the (“Warrant Shares”), subject to adjustment hereunder. 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 31st, 2025 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 29, 2025, between Glucotrack, Inc., a Delaware corporation (the “Company”), and each of the purchasers identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).
COMMON STOCK PURCHASE WARRANT GLUCOTRACK, INC.Security Agreement • December 31st, 2025 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
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 Stockholder Approval Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Glucotrack, Inc., a Delaware corporation (the “Company”), up to 2,067,182 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
SERIES A COMMON STOCK PURCHASE WARRANT GLUCOTRACK, INC.Series a Common Stock Purchase Warrant • November 8th, 2024 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
THIS SERIES A COMMON STOCK PURCHASE WARRANT (“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 Shareholder Approval Date (as defined below) (such date, the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York, New York time) on the five year anniversary of the Initial Exercise Date, provided that if such date is not a Trading Day, the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from Glucotrack, Inc., a Delaware corporation (the “Company”), up to [______] shares of Common Stock, the (“Warrant Shares”), subject to adjustment hereunder. 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).
Glucotrack, INC. COMMON STOCK ATM SALES AGREEMENTAtm Sales Agreement • December 17th, 2024 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • New York
GlucoTrack, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Dawson James Securities, Inc., as follows:
INTEGRITY APPLICATIONS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT FOR [ insert name of optionee here ] AgreementNon-Qualified Stock Option Agreement • August 22nd, 2011 • Integrity Applications, Inc. • Delaware
PRE-FUNDED COMMON STOCK PURCHASE WARRANT GLUCOTRACK, INC.Pre-Funded Common Stock Purchase Warrant • September 29th, 2025 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
THIS PRE-FUNDED 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 hereof (such date, the “Initial Exercise Date”) until the date this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Glucotrack, Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of common stock, par value $0.001 per share, of the Company (“Common Stock”), subject to adjustment hereunder. 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).
SECURITY AGREEMENTSecurity Agreement • July 15th, 2026 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
This SECURITY AGREEMENT, dated as of July 14, 2026 (this “Agreement”), is among Glucotrack, Inc., a Delaware corporation (the “Company” or the “Debtor”), White Lion Capital LLC, a Delaware limited liability company, as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”), and the investors named herein, (collectively with their respective endorsees, transferees and assigns, the “Secured Parties”).
PERSONAL EMPLOYMENT AGREEMENTPersonal Employment Agreement • August 22nd, 2011 • Integrity Applications, Inc.
THIS PERSONAL EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 19 day of October, 2010 by and between A.D. Integrity Applications Ltd. (No. of Company 51-315187-8), of 102 Ha’Avoda St., P.O. Box 432, Ashkelon, 78100, Israel (the “Company”) and Avner Gal (the “Manager”).
ContractSecurity Agreement • September 11th, 2026 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • New York
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE 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 SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 15th, 2026 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this “Agreement”) is entered into effective as of July 14, 2026 (the “Execution Date”), by and between Glucotrack, Inc., a Delaware corporation (the “Company”), and White Lion Capital, LLC, a Nevada limited liability company (the “Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 31st, 2025 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 29, 2025, between Glucotrack, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
VOTING SUPPORT AGREEMENTVoting Support Agreement • July 15th, 2026 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS VOTING SUPPORT AGREEMENT, dated as of July __, 2026 (this “Agreement”), is entered into by and among the investors listed on the signature page hereto (collectivity, the “Investor”), and each of the individuals or entities listed on the signature pages hereto (each, a “Stockholder” and, together, the “Stockholders”).
COMMON STOCK PURCHASE WARRANT GLUCOTRACK, INC.Common Stock Purchase Warrant • July 15th, 2026 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • Nevada
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, White Lion Capital LLC 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 July 14, 2026 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the Termination Date but not thereafter, to subscribe for and purchase from Glucotrack, Inc., a Delaware corporation (the “Company”), shares of the Company’s Common Stock, in the amounts and the price per share as set forth in Section 2 (as subject to adjustment hereunder, the “Warrant Shares”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • July 15th, 2026 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • Nevada
This Common Stock Purchase Agreement (this “Agreement”) is dated as of July 14, 2026 (the “Effective Date”), by and between Glucotrack, Inc., a Delaware corporation (the “Company”), and White Lion Capital, LLC, a Nevada limited liability company (the “Investor”).
AGREEMENT AND PLAN OF MERGER dated as of July 14, 2026 by and among GLUCOTRACK, INC., as the Acquiror GLUCOTRACK MERGER SUB, INC., as the Merger Sub LOKAHI THERAPEUTICS, INC., as the Company, GLUCOTRACK TECHNOLOGIES INC., as Operating Sub, and PAUL V....Merger Agreement • July 15th, 2026 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • Nevada
This Agreement and Plan of Merger (this “Agreement”), dated as of July 14, 2026, is entered into by and among Glucotrack, Inc., a Delaware corporation (“Acquiror”), Glucotrack Merger Sub, Inc., a Nevada corporation (“Merger Sub” and, together with the Acquiror, the “Acquiror Parties”), Lokahi Therapeutics, Inc., a Nevada corporation (the “Company”), Glucotrack Technologies Inc., a Delaware corporation (the “Operating Sub”), and Paul V. Goode, solely in his capacity as representative for the Operating Sub (the “Operating Sub Representative”). Except as otherwise indicated, capitalized terms used but not defined herein shall have the meanings set forth in Article I of this Agreement or as otherwise defined throughout this Agreement.
AgreementDistribution Agreement • October 27th, 2011 • Integrity Applications, Inc. • Surgical & medical instruments & apparatus • Tel-Aviv
This Agreement (this “Agreement”) is made as of November 1st, 2005 by and between A.D. Integrity Applications Ltd., of 22 He'Amal Street, South Industrial Zone, P.O. Box 432, Ashkelon, 78100, Israel (the “Company”) and Diabeasy Diabeasy cc, of 81 Central St. Houghton 2198, (P.O. Box 2900, Saxonwald, 2132) Johannesburg, South Africa (the “Reseller”) for the purpose of defining the rights and duties of the parties in connection with the distribution by the Reseller of the Company’s Products.
COMMON STOCK PURCHASE WARRANT To Purchase ____________ Shares of Common Stock of INTEGRITY APPLICATIONS, INC.Common Stock Purchase Warrant • August 22nd, 2011 • Integrity Applications, Inc. • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) is being issued pursuant to that certain Placement Agent Agreement, dated September 1, 2009, by and between Andrew Garrett, Inc. (the “Placement Agent”), Integrity Applications, Inc. (the “Company”), and A.D. Integrity Applications, Ltd., a wholly owned subsidiary of Integrity Applications, Inc. (the “Subsidiary”), as amended, whereby the Placement Agent served as placement agent in connection with a private placement of Common Stock (defined below) as further described in the Confidential Private Offering Memorandum (the “PPM”), dated July 26, 2010, as supplemented from time to time (the “Offering”).
Glucotrack, Inc. Senior Secured Convertible Promissory NoteConvertible Note • August 5th, 2026 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • Delaware
FOR VALUE RECEIVED, GLUCOTRACK, INC., a Delaware corporation (hereinafter called the “Maker” or the “Company”), hereby promises to pay to the order of , or his registered assigns (the “Holder”) the principal sum of $ (the “Principal Amount”) pursuant to the terms of this Senior Secured Convertible Promissory Note (this “Note”). The aggregate consideration to the Maker for this Note is $ (the “Consideration”) in United States currency, due to original issuance discount of twenty-two percent (22%) (the “OID”).
PERSONAL EMPLOYMENT AGREEMENTPersonal Employment Agreement • May 16th, 2016 • Integrity Applications, Inc. • Surgical & medical instruments & apparatus
THIS PERSONAL EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 29th day of December, 2015 by and between A.D. Integrity Applications Ltd. (P.C 51-315187-8), of 19 Ha’Yahalomim St., P.O. Box 12163, Ashdod, 7760049, Israel (the “Company”) and Eran Cohen (I.D. No 055267744) of 6 Agmon St., Yavne, Israel 8150006 (the “COO”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 11th, 2026 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • Delaware
This Securities Purchase Agreement (as amended, supplemented, restated and/or modified from time to time, this “Agreement”) is entered into as of September 10, 2026, by and between Glucotrack, Inc., a corporation incorporated under the laws of the State of Delaware (the “Company”), and the investors named on the signature pages annexed hereto (collectively, the “Investors”).
Lock-Up AgreementLock-Up Agreement • December 31st, 2025 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2024 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 13, 2024, is entered into between Glucotrack, Inc., a Delaware corporation (the “Seller” or the “Company”), and John A. Ballantyne Revocable Trust DTD 8/1/2017 (the “Buyer”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 29th, 2025 • Glucotrack, Inc. • Surgical & medical instruments & apparatus
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of January 29, 2025, by and between Glucotrack, Inc., a Delaware corporation headquartered at 307 Rte 17N, Suite 800, Rutherford, NJ 07070 (“Company”) and Peter Wulff, an individual (“Executive”). As used herein, the “Effective Date” of this Agreement shall mean January 1, 2025.