Bionik Laboratories Corp. Sample Contracts

Bionik Laboratories Corp. – WARRANT AGENT AGREEMENT (February 15th, 2019)

WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of February [·], 2019 (the “Issuance Date”) between Bionik Laboratories Corp., a company incorporated under the laws of the State of Delaware (the “Company”), and [·] (the “Warrant Agent”).

Bionik Laboratories Corp. – UNDERWRITING AGREEMENT (February 14th, 2019)
Bionik Laboratories Corp. – ALLONGE TO CONVERTIBLE PROMISSORY NOTES (February 14th, 2019)

Allonge (this “Allonge”) to those certain Convertible Promissory Notes (the “Convertible Notes”) referenced hereto in Exhibit 1 and made a part hereof, in each case from Bionik Laboratories Corp. (“Borrower”), to the Holders described therein (the “Holders”). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to those terms in the Convertible Notes.

Bionik Laboratories Corp. – ALLONGE TO CONVERTIBLE PROMISSORY NOTES (February 14th, 2019)

Allonge (this “Allonge”) to those certain Convertible Promissory Notes (the “Convertible Notes”) referenced hereto in Exhibit 1 and made a part hereof, in each case from Bionik Laboratories Corp. (“Borrower”), to the Holders described therein (the “Holders”). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to those terms in the Convertible Notes.

Bionik Laboratories Corp. – UNDERWRITING AGREEMENT (January 23rd, 2019)

The undersigned, Bionik Laboratories Corp. (the “Company”), hereby confirms its agreement (this “Agreement”) with WestPark Capital, Inc. (the “Representative”) and with the other underwriters, if any, named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

Bionik Laboratories Corp. – EXHIBIT A Form of Representative’s Warrant Agreement (January 23rd, 2019)

THIS WARRANT TO PURCHASE COMMON STOCK (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 ____, 2020 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(f)(2)(G)(i), prior to 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bionik Laboratories Corp., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (the “Warrant Shares”), as 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).

Bionik Laboratories Corp. – BIONIK Laboratories Announces Multi-Year Purchase Agreement and Ongoing Relationship with Kindred Hospital Rehabilitation Services for InMotion Arm™ Robotic Systems Multi-year commitment will place InMotion Arm™ Robots in existing and future Kindred Inpatient Rehabilitation Hospitals across the United States (December 17th, 2018)

TORONTO and BOSTON (December 17, 2018) – BIONIK Laboratories Corp. (OTCQB: BNKL) (“BIONIK” or the "Company"), a pioneering healthcare company combining artificial intelligence and innovative robotics technology to help individuals from hospital to home regain mobility, today announced it has entered into a multi-year agreement with Kindred Hospital Rehabilitation Services (“Kindred”) for multiple units of the Company’s InMotion Arm™ robotic system.

Bionik Laboratories Corp. – SALE OF GOODS AGREEMENT (December 17th, 2018)

This SALE OF GOODS AGREEMENT (this “Agreement”), dated as of December 13, 2018, is entered into by and between Bionik Inc., a Massachusetts corporation (“Seller”), and CHC Management Services, LLC, a Missouri Limited Liability Company on behalf of the Facilities set forth on Exhibit A (“Buyer”, and together with Seller, the “Parties”, and sometimes each, a “Party”).

Bionik Laboratories Corp. – CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF BIONIK LABORATORIES CORP. (October 29th, 2018)

Bionik Laboratories Corp. (the “Corporation”), a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows:

Bionik Laboratories Corp. – BIONIK Laboratories Announces Purchase Agreement from Clinique Les Trois Soleils for InMotion Arm™ Robotic System (October 24th, 2018)

Leading French rehabilitation facility adds fourth InMotion robotic system to provide enhanced inpatient neurorehabilitation

Bionik Laboratories Corp. – SUBSCRIPTION AGREEMENT (October 12th, 2018)

This Subscription Agreement (this “Agreement”) is made as of the date set forth on the signature page hereto, by and among Bionik Laboratories Corp., a Delaware corporation (the “Company”), and the subscribers identified on the signature pages hereto (each, a “Subscriber” and collectively, the “Subscribers”).

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. CONVERTIBLE PROMISSORY NOTE (October 12th, 2018)

This Note is a convertible promissory note referred to in that certain Subscription Agreement dated as of the date hereof, or series of like subscription agreements (individually or collectively, the “Subscription Agreement”), among the Company and the subscribers named therein, pursuant to which the Company is seeking to borrow up to $5,000,000 (the “Offering”).

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. CONVERTIBLE PROMISSORY NOTE (July 5th, 2018)

This Note is a convertible promissory note referred to in that certain Subscription Agreement dated as of the date hereof, or series of like subscription agreements (individually or collectively, the “Subscription Agreement”), among the Company and the subscribers named therein, pursuant to which the Company is seeking to borrow up to $6,000,000 (the “Offering”).

Bionik Laboratories Corp. – SUBSCRIPTION AGREEMENT (July 5th, 2018)

This Subscription Agreement (this “Agreement”) is made as of the date set forth on the signature page hereto, by and among Bionik Laboratories Corp., a Delaware corporation (the “Company”), and the subscribers identified on the signature pages hereto (each, a “Subscriber” and collectively, the “Subscribers”).

Bionik Laboratories Corp. – EXCHANGE AGREEMENT (July 5th, 2018)

THIS EXCHANGE AGREEMENT (this “Agreement”) is dated as of the 28th day of June, 2018 (the “Effective Date”), by and between Bionik Laboratories Corp., a Delaware corporation (the “Company”), and RGD Investissements S.A.S (the “Holder”).

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. PROMISSORY NOTE (June 27th, 2018)

Bionik Laboratories Corp., a Delaware corporation (the “Company”), for value received, hereby promises to pay to RGD Investissements S.A.S. or its permitted assigns or successors (the “Holder”), the principal amount of One Hundred Sixty Thousand Dollars (US$160,000.00) (the “Principal Amount”), without demand, on the Maturity Date (as hereinafter defined), together with any accrued and unpaid interest due thereon. This Note shall bear interest at a fixed rate of 1% per month, beginning on the Issue Date. Interest shall be computed based on a 360-day year of twelve 30-day months and shall be payable, along with the Principal Amount, on the Maturity Date. Payment of all principal and interest due shall be in such coin or currency of the United States of America as shall be legal tender for the payment of public and private debts at the time of payment.

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. PROMISSORY NOTE (June 27th, 2018)

Bionik Laboratories Corp., a Delaware corporation (the “Company”), for value received, hereby promises to pay to RGD Investissements S.A.S. or its permitted assigns or successors (the “Holder”), the principal amount of One Hundred Thousand Dollars (US$100,000.00) (the “Principal Amount”), without demand, on the Maturity Date (as hereinafter defined), together with any accrued and unpaid interest due thereon. This Note shall bear interest at a fixed rate of 1% per month, beginning on the Issue Date. Interest shall be computed based on a 360-day year of twelve 30-day months and shall be payable, along with the Principal Amount, on the Maturity Date. Payment of all principal and interest due shall be in such coin or currency of the United States of America as shall be legal tender for the payment of public and private debts at the time of payment.

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. PROMISSORY NOTE (June 27th, 2018)

Bionik Laboratories Corp., a Delaware corporation (the “Company”), for value received, hereby promises to pay to RGD Investissements S.A.S. or its permitted assigns or successors (the “Holder”), the principal amount of One Hundred Ninety Thousand Dollars (US$190,000.00) (the “Principal Amount”), without demand, on the Maturity Date (as hereinafter defined), together with any accrued and unpaid interest due thereon. This Note shall bear interest at a fixed rate of 1% per month, beginning on the Issue Date. Interest shall be computed based on a 360-day year of twelve 30-day months and shall be payable, along with the Principal Amount, on the Maturity Date. Payment of all principal and interest due shall be in such coin or currency of the United States of America as shall be legal tender for the payment of public and private debts at the time of payment.

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. PROMISSORY NOTE (June 27th, 2018)

Bionik Laboratories Corp., a Delaware corporation (the “Company”), for value received, hereby promises to pay to RGD Investissements S.A.S. or its permitted assigns or successors (the “Holder”), the principal amount of Five Hundred Thousand Dollars (US$500,000.00) (the “Principal Amount”), without demand, on the Maturity Date (as hereinafter defined), together with any accrued and unpaid interest due thereon. This Note shall bear interest at a fixed rate of 1% per month, beginning on the Issue Date. Interest shall be computed based on a 360-day year of twelve 30-day months and shall be payable, along with the Principal Amount, on the Maturity Date. Payment of all principal and interest due shall be in such coin or currency of the United States of America as shall be legal tender for the payment of public and private debts at the time of payment.

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. 2014 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT (June 27th, 2018)

STOCK OPTION AGREEMENT, dated as of [_____], between Bionik Laboratories Corp., a Delaware corporation (the “Company”), and [_____] (the “Grantee”).

Bionik Laboratories Corp. – Bionik Laboratories Announces Agreement with The Transitional Learning Center for InMotion Arm Robotic Systems Second institution to take advantage of new rental option (June 21st, 2018)

TORONTO and BOSTON – June 21, 2018 – Bionik Laboratories Corp. (OTCQB: BNKL) (“Bionik” or the "Company"), a robotics company focused on providing rehabilitation and assistive technology solutions to individuals with neurological and mobility challenges from hospital to home, today announced it has delivered two of its InMotion Arm robotic systems to The Transitional Learning Center (“TLC”). TLC will utilize the two InMotion Arm robotic systems for use in its facilities in Galveston and Lubbock, Texas.

Bionik Laboratories Corp. – CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF BIONIK LABORATORIES CORP. (June 13th, 2018)

Bionik Laboratories Corp. (the “Corporation”), a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows:

Bionik Laboratories Corp. – EMPLOYMENT AGREEMENT (June 11th, 2018)

THIS EMPLOYMENT AGREEMENT, is made as of the Start Date (as defined below), by and between BIONIK LABORATORIES CORP., a Delaware corporation (hereinafter referred to as the “Company”), and Renaud Maloberti (hereinafter referred to as the “Employee”).

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. PROMISSORY NOTE (May 31st, 2018)

Bionik Laboratories Corp., a Delaware corporation (the “Company”), for value received, hereby promises to pay to RGD Investissements S.A.S. or its permitted assigns or successors (the “Holder”), the principal amount of Five Hundred Ninety Thousand Dollars (US$590,000.00) (the “Principal Amount”), without demand, on the Maturity Date (as hereinafter defined), together with any accrued and unpaid interest due thereon. This Note shall bear interest at a fixed rate of 1% per month, beginning on the Issue Date. Interest shall be computed based on a 360-day year of twelve 30-day months and shall be payable, along with the Principal Amount, on the Maturity Date. Payment of all principal and interest due shall be in such coin or currency of the United States of America as shall be legal tender for the payment of public and private debts at the time of payment.

Bionik Laboratories Corp. – Bionik Laboratories Announces Rental Agreement with Tallahassee Memorial HealthCare for InMotion Arm Robotic System Company’s rental program limits upfront expenditures for hospitals and provides them with greater financial flexibility and maximum ROI (May 16th, 2018)

This agreement will be facilitated through Bionik’s rental financing program, announced last year, which provides healthcare facilities access to Bionik’s state-of-the-art technologies in a way that manages their cash flow. Through the agreement, Tallahassee Memorial will pay a low monthly rental fee to utilize the InMotion Arm at the Tallahassee Memorial Rehabilitation Center, spreading the cost of the system over an extended period of time.

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. PROMISSORY NOTE (April 18th, 2018)

Bionik Laboratories Corp., a Delaware corporation (the “Company”), for value received, hereby promises to pay to RGD Investissements S.A.S. or its permitted assigns or successors (the “Holder”), the principal amount of Four Hundred Twenty Thousand Dollars (US$420,000.00) (the “Principal Amount”), without demand, on the Maturity Date (as hereinafter defined), together with any accrued and unpaid interest due thereon. This Note shall bear interest at a fixed rate of 1% per month, beginning on the Issue Date. Interest shall be computed based on a 360-day year of twelve 30-day months and shall be payable, along with the Principal Amount, on the Maturity Date. Payment of all principal and interest due shall be in such coin or currency of the United States of America as shall be legal tender for the payment of public and private debts at the time of payment.

Bionik Laboratories Corp. – ALLONGE TO CONVERTIBLE PROMISSORY NOTES (April 3rd, 2018)

Allonge (this “Allonge”) to those certain Convertible Promissory Notes (as amended, the “Convertible Promissory Notes”) referenced hereto in Exhibit 1 and made a part hereof, in each case from Bionik Laboratories Corp. (“Borrower”), to the Holders described therein (the “Holders”).

Bionik Laboratories Corp. – ALLONGE TO COMMON STOCK PURCHASE WARRANT (April 3rd, 2018)

Allonge (this “Allonge”) to that certain Common Stock Purchase Warrant, as amended (as so amended, the “Warrant”), attached hereto as Exhibit 1 from Bionik Laboratories Corp. (the “Company”), and issued to the undersigned (the “Holder”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to those terms in the Warrant.

Bionik Laboratories Corp. – EXCHANGE AGREEMENT (April 3rd, 2018)

THIS EXCHANGE AGREEMENT (this “Agreement”) is dated as of the 30th day of March, 2018 (the “Effective Date”), by and between Bionik Laboratories Corp., a Delaware corporation (the “Company”), and RGD Investissements S.A.S (the “Holder”).

Bionik Laboratories Corp. – AMENDED SEPARATION AGREEMENT BETWEEN: BIONIK LABORATORIES CORP. (“Bionik”) and PETER BLOCH (“Mr. Bloch”) (March 14th, 2018)
Bionik Laboratories Corp. – EXCHANGE AGREEMENT (March 14th, 2018)

THIS EXCHANGE AGREEMENT (this “Agreement”) is dated as of the 12th day of March, 2018 (the “Effective Date”), by and between Bionik Laboratories Corp., a Delaware corporation (the “Company”), and RGD Investissements S.A.S (the “Holder”).

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. PROMISSORY NOTE (March 14th, 2018)

Bionik Laboratories Corp., a Delaware corporation (the “Company”), for value received, hereby promises to pay to RGD Investissements S.A.S. or its permitted assigns or successors (the “Holder”), the principal amount of Four Hundred Thousand Dollars (US$400,000.00) (the “Principal Amount”), without demand, on the Maturity Date (as hereinafter defined), together with any accrued and unpaid interest due thereon. This Note shall bear interest at a fixed rate of 3% per month, beginning on the Issue Date. Interest shall be computed based on a 360-day year of twelve 30-day months and shall be payable, along with the Principal Amount, on the Maturity Date. Payment of all principal and interest due shall be in such coin or currency of the United States of America as shall be legal tender for the payment of public and private debts at the time of payment.

Bionik Laboratories Corp. – Bionik Laboratories Corp. and Curexo Enter Exclusive Distribution Agreement for Sale of Robotic Rehabilitation Systems in U.S. and South Korea (March 7th, 2018)

Agreement further expands Bionik’s footprint in Asia though Curexo’s sales and distribution network in South Korea; Initial orders for each company’s technology to ship in the coming weeks

Bionik Laboratories Corp. – DISTRIBUTION AGREEMENT (March 7th, 2018)

Bionik Laboratories Corp., a Delaware corporation (“Bionik”), having its principal office at 483 Bay Street, Toronto, Ontario, Canada.

Bionik Laboratories Corp. – BIONIK LABORATORIES CORP. CONVERTIBLE PROMISSORY NOTE (February 13th, 2018)

This Note is a convertible promissory note referred to in that certain Subscription Agreement dated as of the date hereof, or series of like subscription agreements (the “Subscription Agreement”), among the Company and the subscribers named therein, pursuant to which the Company is seeking to borrow up to $14,000,000 (the “Offering”).