SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 30th, 2021 • Q BioMed Inc. • Pharmaceutical preparations • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 26th, 2021 (the “Effective Date”), by and between Q BIOMED, INC., a Nevada corporation, with headquarters located at c/o Ortoli Rosenstadt LLP, 366 Madison Avenue, 3rd Floor, New York, NY 10017 (the “Company”), and PLATINUM POINT CAPITAL LLC, a Nevada limited liability company, with its address at 211 east 43rd Street, Suite 626, New York, NY 10017 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 7th, 2021 • Q BioMed Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 29, 2021, by and between Q BIOMED INC., a Nevada corporation, with headquarters located at 366 Madison Avenue, New Yok, NY 10022 (the “Company”) and GS CAPITAL PARTNERS, LLC, a New York limited liability company, with its address at 30 Washington Street, Suite 5L, Brooklyn, NY 11201, (the “Buyer”).
COMMON STOCK PURCHASE WARRANT Q BIOMED INC.Common Stock Purchase Warrant • January 10th, 2018 • Q BioMed Inc. • Pharmaceutical preparations • 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 ________, 2018 (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 Q BioMed Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (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).
Securities Purchase AgreementSecurities Purchase Agreement • September 6th, 2019 • Q BioMed Inc. • Pharmaceutical preparations • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of August 28, 2019, is entered into by and between Q BioMed Inc., a Nevada corporation (“Company”), and Iliad Research and Trading, L.P., a Utah limited partnership, its successors and/or assigns (“Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 24th, 2018 • Q BioMed Inc. • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 21, 2018, by and among Q BIOMED INC., a Nevada corporation (the “Company”), and YA II PN, Ltd., a Cayman Islands exempt limited partnership (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 16th, 2021 • Q BioMed Inc. • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 12, 2021, is between Q BIOMED INC., a company incorporated under the laws of the State of Nevada, with headquarters located at 366 Madison Ave, 3rd Floor, New York, NY, 10022 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively the “Buyers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 12th, 2018 • Q BioMed Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of ____, 2018, is by and among Q BioMed Inc., a Nevada corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
SECURITY AGREEMENT (in favor of YA II CD, Ltd.)Security Agreement • November 30th, 2016 • Q BioMed Inc. • Pharmaceutical preparations • New York
THIS SECURITY AGREEMENT (the “Agreement”) is entered into as of November ___, 2016 by and among (i) Q Biomed Inc., a Nevada corporation (the “Issuer”), and (ii) any subsidiary and affiliate of the Issuer listed on Schedule 1 attached hereto either now or joined in the future (the “Subsidiaries”; and jointly, severally, and collectively with the Issuer, the “Grantors”) in favor of YA II CD, Ltd., a Cayman Islands company (the “Secured Party”).
Form of Q BIOMED INC. [*] Share of Common Stock and One Warrant to Purchase [*] Share of Common Stock PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • January 12th, 2018 • Q BioMed Inc. • Pharmaceutical preparations • New York
TECHNOLOGY LICENSE AGREEMENT BETWEENTechnology License Agreement • July 25th, 2017 • Q BioMed Inc. • Pharmaceutical preparations • Oklahoma
This Technology License Agreement (“Agreement”) is by and between the Rajiv Gandhi Center for Biotechnology, an autonomous research institute under the Govt. of India, located at Thycaud (PO), Poojappura, Thiruvananthapuram, Kerala State 695014, India (“RGCB”), the Oklahoma Medical Research Foundation, a nonprofit corporation, located at 825 NE 13th Street, Oklahoma City, OK 73104 ("OMRF") and QBiomed, Inc, a for-profit corporation, with offices at 501 Madison Ave, 14th Floor, New York, NY 10022 and its wholly-owned subsidiary, Q BioMed Cayman SEZC, a Cayman corporation (collectively, "COMPANY"). OMRF, RGCB and COMPANY shall be individually referred to as a “Party” and collectively referred to as “Parties” in this Agreement.
Conversion AgreementConversion Agreement • January 25th, 2022 • Q BioMed Inc. • Pharmaceutical preparations • New York
This Conversion Agreement (this “Agreement”) is made and entered into as of January 21, 2022, by and between Q Biomed Inc., a Nevada corporation (the “Company”), and YA II PN, Ltd. (the “Holder”), holder of the Company’s Convertible Debentures (the “Debentures”).
ADVISORY AGREEMENTAdvisory Agreement • January 13th, 2016 • Q BioMed Inc. • Services-computer programming services • New York
Advisory Agreement dated as of June 1, 2105 by and among ISMO Tech Solutions, Inc. (“Company”), and Ari Jatwes or his incorporated company (the “Advisor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 7th, 2020 • Q BioMed Inc. • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 6, 2020, by and among Q BIOMED INC., a Nevada corporation (the “Company”), and YA II PN, Ltd., a Cayman Islands exempt limited partnership (the “Investor”).
FIRST AMENDMENT TO PATENT AND TECHNOLOGYPatent and Technology • March 31st, 2017 • Q BioMed Inc. • Pharmaceutical preparations
THIS AGREEMENT (the “Amended Agreement”), dated September 6, 2016, amends the Patent and Technology License and Purchase Option Agreement (the “License Agreement”) entered into on May 30, 2016 by and between (i) Q BioMed Inc. (“Q Bio”) and (ii) Bio-Nucleonics Inc. (“BNI”) (together, the “Parties”)
AMENDMENT TO PATENT AND TECHNOLOGY LICENSE AND PURCHASE OPTION AGREEMENTPatent and Technology License and Purchase Option Agreement • February 28th, 2022 • Q BioMed Inc. • Pharmaceutical preparations
THIS AGREEMENT (the “Amended Agreement”), dated March 26, 2019, amends the Patent and Technology License and Purchase Option Agreement (the “License Agreement”) entered into on October 29, 2015 by and between (i) Q BioMed Inc. (“Q Bio”) and (ii) Mannin Research Inc. (“Mannin”) (together, the “Parties”).
SUPPLEMENT AND AMENDMENT AGREEMENTSupplement and Amendment Agreement • March 10th, 2017 • Q BioMed Inc. • Pharmaceutical preparations • New York
This Supplement and Amendment Agreement (the “Agreement”), dated as of March 8, 2017, is entered into by and between Q Biomed Inc., a Nevada corporation (the “Company”), and YA II CD, Ltd. (the “Buyer”), and (i) supplements and amends a Securities Purchase Agreement entered into on November 29, 2016 between the Company and the Buyer (as amended, modified, or supplemented from time to time, the “Securities Purchase Agreement”) and (ii) amends one term of the Registration Rights Agreement entered into on November 29, 2016 between the Company and the Buyer (the “Registration Rights Agreement”).
Representations and WarrantiesISMO Tech Solutions, Inc. • January 13th, 2014 • Nevada
CONSULTING AGREEMENTConsulting Agreement • January 13th, 2016 • Q BioMed Inc. • Services-computer programming services • New York
The Company desires to engage the services of the Consultant for purposes of technology assessment and product development and more specifically for those services set forth below (collectively, the “Consultancy Services”).
AGREEMENTAgreement • December 29th, 2020 • Q BioMed Inc. • Pharmaceutical preparations • New York
This Agreement (the “Agreement”), dated as of December 23, 2020, is entered into by and between Q BIOMED INC., a company incorporated under the laws of the State of Nevada (the “Company”), and YA II PN, LTD. (the “Holder”).
EXECUTIVE SERVICES AGREEMENTExecutive Services Agreement • June 9th, 2017 • Q BioMed Inc. • Pharmaceutical preparations • New York
The Company desire to engage the services of the Executive for purposes of general corporate management and development and more specifically for those services set forth below (collectively, the “Executive Services”).
PATENT AND TECHNOLOGY LICENSE AND PURCHASE OPTION AGREEMENTPatent and Technology License And • October 17th, 2016 • Q BioMed Inc. • Pharmaceutical preparations • New York
This Patent and Technology License and Purchase Option Agreement is entered into on June 20, 2016 (“Signing Date”) by and between (i) Q BioMed Inc. (“Q Bio”) and (ii) Bio-Nucleonics Inc. (“BNI”): BNI and Q Bio are hereinafter also referred to individually as a “Party” and collectively as the “Parties.”
Q BIOMED, INC ASSET SALE AGREEMENTAsset Sale Agreement • November 28th, 2018 • Q BioMed Inc. • Pharmaceutical preparations • England and Wales
NOW, THEREFORE, in consideration of the foregoing and the representations, warranties, covenants, agreements and provisions set forth in this Agreement, and in the Other Agreements, and for other good and valuable consideration, and intending to be legally bound hereby, the Parties agree as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 7th, 2020 • Q BioMed Inc. • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of April 6, 2020, is between Q BIOMED INC., a company incorporated under the laws of the State of Nevada, with headquarters located at 366 Madison Ave, 3rd Floor, New York, NY, 10022 (the “Company”), and YA II PN, Ltd., a Cayman Islands exempt limited partnership (the “Buyer”).
ContractAdvisory Agreement • April 30th, 2015 • ISMO Tech Solutions, Inc. • Services-computer programming services • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 29th, 2020 • Q BioMed Inc. • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of October ___, 2020, is between Q BIOMED INC., a company incorporated under the laws of the State of Nevada, with headquarters located at 366 Madison Ave, 3rd Floor, New York, NY 10017 (the "Company"), and each of the investors that has signed this Agreement (individually, a "Buyer" and collectively the "Buyers").
Non-qualified Stock Option AgreementNon-Qualified Stock Option Agreement • June 9th, 2017 • Q BioMed Inc. • Pharmaceutical preparations • New York
This Incentive Stock Option Agreement (this “Agreement”) is made and entered into as of ______________ by and between (i) Q BioMed Inc. (the “Company”) on behalf of its Subsidiary Q BioMed Cayman SEZC (the “Subsidiary”) and (ii) Denis Corin (the “Participant”).
PATENT AND TECHNOLOGY LICENSE AND PURCHASE OPTION AGREEMENTPatent and Technology License And • March 31st, 2017 • Q BioMed Inc. • Pharmaceutical preparations • New York
This Patent and Technology License and Purchase Option Agreement is entered into on June 20, 2016 (“Signing Date”) by and between (i) Q BioMed Inc. (“Q Bio”) and (ii) Bio-Nucleonics Inc. (“BNI”): BNI and Q Bio are hereinafter also referred to individually as a “Party” and collectively as the “Parties.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 2nd, 2017 • Q BioMed Inc. • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of [-----], is between Q BIOMED INC., a company incorporated under the laws of the State of Nevada, with headquarters located at 501 Madison Ave, 14th Floor, New York, NY, 10022 (the "Company"), and each of the investors that has signed this Agreement (individually, a "Buyer" and collectively the "Buyers").
Non-qualified Stock Option AgreementNon-Qualified Stock Option Agreement • February 20th, 2018 • Q BioMed Inc. • Pharmaceutical preparations • New York
This Incentive Stock Option Agreement (this “Agreement”) is made and entered into as of February 12, 2018 by and between (i) Q BioMed Inc. (the “Company”) and (ii) Rick Panicucci (the “Participant”).
License Agreement on Patent & Know-How/TechnologyLicense Agreement • April 25th, 2017 • Q BioMed Inc. • Pharmaceutical preparations • New York
License Agreement: This License Agreement (this “Agreement”) grants Licensee the exclusive global license under the Patent Rights and the Know-How subject to the terms and conditions outlined in herein.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 2nd, 2017 • Q BioMed Inc. • Pharmaceutical preparations • New York
Q BIOMED, Inc., a Nevada corporation (“Company”), the common stock of which is traded on the OTCQB under the trading symbol “QBIO,” hereby confirms its agreement (this “Agreement”) with Brookline Capital Markets, a division of CIM Securities, LLC, a Colorado limited liability company (“Brookline”), for Brookline to act as the exclusive placement agent for Company as follows:
AGREEMENTAgreement • July 30th, 2021 • Q BioMed Inc. • Pharmaceutical preparations • New York
This Amendment Agreement (the “Agreement”), dated as of July 22, 2021, is entered into by and between Q BIOMED INC., a company incorporated under the laws of the State of Nevada (the “Company”) and YA II PN, Ltd. (the “Buyer”), and amends the convertible debenture issued by the Company to the Buyer on December 23, 2020 (the “Convertible Debenture”) issued pursuant to a Securities Purchase Agreement entered into between the Company and the Buyer on December 23, 2020 (the “Securities Purchase Agreement”) and amends the Convertible Debenture.
Representations and WarrantiesISMO Tech Solutions, Inc. • February 11th, 2014 • Services-computer programming services • Nevada
PATENT AND TECHNOLOGY LICENSE AND PURCHASE OPTION AGREEMENTPatent and Technology License And • March 11th, 2016 • Q BioMed Inc. • Services-computer programming services • New York
This Patent and Technology License and Purchase Option Agreement is entered into on October [--], 2015 (“Signing Date”) by and between (i) Q BioMed Inc. (“Q Bio”) and (ii) Mannin Research Inc. (“Mannin”): Mannin and Q Bio are hereinafter also referred to individually as a “Party” and collectively as the “Parties.”
ContractBoard of Directors Services Agreement • January 13th, 2016 • Q BioMed Inc. • Services-computer programming services • New York
This Board of Directors Services Agreement (the “Agreement”), dated June 5, 2015, is entered into between ISMO Tech Solutions, Inc., a Nevada corporation (“the Company), and William S. Rosenstadt, an individual with a principal place of residence in New York (“Director”).
