Reactive Medical Inc. Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec

This Agreement is made pursuant to the Subscription Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Subscription Agreement”).

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COMMON STOCK PURCHASE WARRANT ARTELO BIOSCIENCES, INC.
Artelo Biosciences, Inc. • June 20th, 2019 • Services-business services, nec • 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 20241 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Artelo Biosciences, Inc., a Nevada 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). 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 registered holder of this Warrant, subject to a Holder’s ri

COMMON STOCK PURCHASE WARRANT ARTELO BIOSCIENCES, INC.
Common Stock Purchase Warrant • October 6th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York

THIS 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 Charter Amendment Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on October [●], 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Artelo Biosciences, Inc., a Nevada corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“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). 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 registered holder

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 16th, 2022 • Artelo Biosciences, Inc. • Pharmaceutical preparations

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 13, 2022, is made by and between ARTELO BIOSCIENCES, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

Artelo Biosciences, Inc. Common Stock (par value $0.001 per share) At Market Issuance Sales Agreement
Artelo Biosciences, Inc. • April 9th, 2021 • Pharmaceutical preparations • New York

Artelo Biosciences, Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with Ladenburg Thalmann & Co. Inc. (the “Agent”) as follows:

Form of Representative’s Warrant Agreement
Artelo Biosciences, Inc. • October 6th, 2020 • Services-business services, nec • New York

THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, Ladenburg Thalmann & Co. Inc., 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 Charter Amendment Date (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 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 Artelo Biosciences, Inc., a Nevada corporation (the “Company”), up to shares of Common Stock, par value $0.001 per share, of the Company (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). Terms not defined herein shall have the meanings ascribed to them in the Underwriting Agreeme

ARTELO BIOSCIENCES, INC. and GLOBEX TRANSFER, LLC, as Warrant Agent Warrant Agency Agreement Dated as of _________ __, 2019 WARRANT AGENCY AGREEMENT
Warrant Agency Agreement • June 20th, 2019 • Artelo Biosciences, Inc. • Services-business services, nec • New York

WARRANT AGENCY AGREEMENT, dated as of __________ __, 2019 (the “Agreement”), between Artelo Biosciences, Inc., a corporation organized under the laws of the State of Nevada (the “Company”), and Globex Transfer, LLC, a limited liability company organized under the laws of the State of Florida (the “Warrant Agent”).

8,800,000 SHARES OF COMMON STOCK SERIES A WARRANTS EXERCISABLE INTO 8,800,000 SHARES OF COMMON STOCK OF ARTELO BIOSCIENCES, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • October 14th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York

The undersigned, Artelo Biosciences, Inc., a Nevada corporation (collectively with its subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries of Artelo Biosciences, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters, if any (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.

PURCHASE AGREEMENT
Purchase Agreement • May 16th, 2022 • Artelo Biosciences, Inc. • Pharmaceutical preparations • Nevada

THIS PURCHASE AGREEMENT (the “Agreement”), dated as of May 13, 2022, is made by and between ARTELO BIOSCIENCES, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.

Artelo Biosciences, Inc. and American Stock Transfer & Trust Company, LLC, as Warrant Agent Warrant Agency Agreement Dated as of October 14, 2020 WARRANT AGENCY AGREEMENT
Warrant Agency Agreement • October 14th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York

WARRANT AGENCY AGREEMENT, dated as of October 14, 2020 (“Agreement”), between Artelo Biosciences, Inc., a Nevada corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Warrant Agent”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 25th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • Nevada

This Indemnification Agreement, dated as of September 20, 2017, is made by and between Artelo Biosciences, Inc., a Nevada corporation (the “Corporation”) and R. Martin Emanuele, PhD (the “Indemnitee”).

SHARES OF COMMON STOCK AND _________WARRANTS (EXERCISABLE FOR_________SHARES) OF ARTELO BIOSCIENCES, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • June 20th, 2019 • Artelo Biosciences, Inc. • Services-business services, nec • New York

The undersigned, Artelo Biosciences, Inc., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as defined below) as being subsidiaries or affiliates of Artelo Biosciences, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), collectively, the “Underwriters” and each, an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC (“Maxim”) is acting as representative to the several Underwriters (in such capacity, the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.

ARTELO BIOSCIENCES, INC. SERIES B COMMON STOCK PURCHASE WARRANT
Artelo Biosciences, Inc. • February 1st, 2018 • Services-business services, nec • New York

This Series B Common Stock Purchase Warrant (this “Warrant”) is issued pursuant to the Subscription Agreement between the Holder and the Company (the “Subscription Agreement”). Capitalized terms used herein, but not otherwise defined, shall have the meanings ascribed to such terms in the Subscription Agreement.

Artelo Biosciences, Inc. Up to $3,000,000 of Shares of Common Stock Equity Distribution Agreement
Equity Distribution Agreement • April 15th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York

Artelo Biosciences, Inc., a Nevada corporation (the "Company"), proposes to issue and sell through Maxim Group LLC (the "Agent"), as sales agent, shares of common stock, par value $0.001 per share ("Common Stock"), of the Company (the "Shares") having an aggregate offering price of up to $3,000,000 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.

LOCK-UP AND VOTING AGREEMENT
Lock-Up and Voting Agreement • October 6th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • New York

This Lock-Up and Voting Agreement (this “Lock-Up and Voting Agreement”) is being delivered to you in connection with an understanding by and between Artelo Biosciences, Inc., a Nevada corporation (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).

SUBSCRIPTION AGREEMENT
Artl Subscription Agreement • September 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York

In connection with the purchase by the undersigned of Units of the Company, the undersigned is delivering this representation letter to the Subscription Agreement between the undersigned and the Company, the undersigned hereby represents, warrants and certifies to the Company that the undersigned is resident in British Columbia or is otherwise subject to the securities laws of British Columbia, and is either (A) an “accredited investor” within the meaning National Instrument 45-106 (Prospectus and Registration Exemptions) on the basis that the undersigned fits within that category of “accredited investor” identified on the attached Schedule to this Representation Letter beside which the undersigned has marked its initials; or (B) is purchasing the Units as a principal, and is (please initial all applicable descriptions):

MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT
Common Stock Purchase Agreement • May 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York

THIS MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT (this “Agreement”) entered into on this December 20, 2017 (the “Signature Date”) by and between NEOMED Institute, a not-for-profit corporation established under the Not-for-Profit Corporations Act (Canada), having an address at 7171 Frederick-Banting, Saint-Laurent, Quebec H4S 1Z9, Canada (“NEOMED”), and Artelo Biosciences, Inc., a Nevada corporation, having an address at 888 Prospect Street, Suite 210, La Jolla, California 92037, U.S.A. (“Artelo”) shall be effective as of the Effective Date (as defined in Section 1.9 below). Each of NEOMED and Artelo may be referred to herein as a “Party”, or jointly as the “Parties”.

Exclusive License Agreement between The Research Foundation For The State University of New York and Artelo Biosciences, Inc.
Exclusive License Agreement • April 17th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York

This agreement (hereinafter, “Agreement”) is made and is effective as of the date last signed (hereinafter, “Effective Date”) by and between The Research Foundation for The State University of New York, a nonprofit, educational corporation existing under the laws of the State of New York with an office located at the Office of Technology Licensing & Industry Relations, N5002 Frank Melville Jr. Memorial Library, Stony Brook, New York 11794-3369, for and on behalf of the State University of New York at Stony Brook, (hereinafter, “Foundation”), and Artelo Biosciences, Inc., a Nevada corporation, having a primary address at 888 Prospect Street, Suite 210, La Jolla, California 92037 (hereinafter, “Licensee”).

ARTELO BIOSCIENCES, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • January 14th, 2020 • Artelo Biosciences, Inc. • Services-business services, nec • California

This Amended and Restated Employment Agreement (the “Agreement”) is entered into as of August 30, 2019, and is effective as of June 20, 2019 (the “Effective Date”) by and between Artelo Biosciences, Inc. (the “Company”), and Gregory D. Gorgas (“Executive”).

EXCLUSIVE PATENT LICENSE AGREEMENT BETWEEN ANALOG BIOSCIENCES, INC. AND ARTELO BIOSCIENCES, INC. EXCLUSIVE PATENT LICENSE AGREEMENT
Exclusive Patent License Agreement • August 4th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • California

This exclusive license agreement (“Agreement”) is effective July 3, 2017 (“Effective Date”), by and between (a) Analog Biosciences, Inc. (“Licensor”), a Nevada corporation, having an office at 1340 Specialty Dr., Ste i, Vista, CA 92081, and (b) Artelo Biosciences, Inc. (“Licensee”), a Nevada corporation having a principal place of business at 564 Wedge Lane, Fernley, NV 89408. Licensor and Licensee may be referred to herein, on occasion, individually as “Party” or collectively as “Parties”.

THIS AGREEMENT is dated 22 March 2017 BETWEEN
Agreement • April 7th, 2017 • Reactive Medical Inc. • Services-business services, nec • England and Wales

NOW, THEREFORE, in consideration of the promises, the mutual covenants, terms and conditions hereinafter set forth, THE PARTIES AGREE AS FOLLOWS:

NOTE REPAYMENT AGREEMENT
Note Repayment Agreement • May 8th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec

THIS NOTE REPAYMENT AGREEMENT (this “Agreement”) is dated as of May 4, 2017, by and between Artelo Biosciences, Inc. (f/k/a Knight Knox Development Corp.) (“Maker”) and Malibu Investments Limited (“Holder”).

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ARTELO BIOSCIENCES, INC.
Stock Option Agreement • September 27th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • California

Unless otherwise defined herein, the terms defined in the 2018 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).

Contract
Stock Purchase Agreement • May 8th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • Nevada

STOCK PURCHASE AGREEMENT (“Agreement”) dated as of the 4th day of May, 2017, by and among Peter O’Brien (the “Seller”), David Moss (the “Purchaser”), and Artelo Biosciences, Inc. (f/k/a Reactive Medical Inc.), a Nevada corporation (the “Company”)

CONSULTING AGREEMENT
Consulting Agreement • July 26th, 2019 • Artelo Biosciences, Inc. • Services-business services, nec • California

This Consulting Agreement (this "Agreement") is entered into effective as of 1st April 2018 by and between Artelo Biosciences, Inc. and Blackrock Ventures Ltd (the "Company"), Peter O'Brien ("Consultant").

EMPLOYMENT AGREEMENT
Employment Agreement • April 7th, 2017 • Reactive Medical Inc. • Services-business services, nec • California

Employment Agreement (this “Agreement”) is entered into by and between REACTIVE MEDICAL, INC. (the “Company”) and GREGORY D. GORGAS (“Employee”) as of April 3, 2017.

ARTELO BIOSCIENCES, INC. SERIES C COMMON STOCK PURCHASE WARRANT
Subscription Agreement • September 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York

In connection with the purchase by the undersigned of Units of the Company, the undersigned is delivering this representation letter to the Subscription Agreement between the undersigned and the Company, the undersigned hereby represents, warrants and certifies to the Company that the undersigned is resident in British Columbia or is otherwise subject to the securities laws of British Columbia, and is either (A) an “accredited investor” within the meaning National Instrument 45-106 (Prospectus and Registration Exemptions) on the basis that the undersigned fits within that category of “accredited investor” identified on the attached Schedule to this Representation Letter beside which the undersigned has marked its initials; or (B) is purchasing the Units as a principal, and is (please initial all applicable descriptions):

COMMON STOCK PURCHASE WARRANT
Artelo Biosciences, Inc. • June 20th, 2019 • Services-business services, nec

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Group 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [ ], 2022 (the “Termination Date”) 1 but not thereafter, to subscribe for and purchase from Artelo Biosciences, Inc., a Nevada 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).

KNIGHT KNOX DEVELOPMENT CORP. SUBSCRIPTION AGREEMENT
Subscription Agreement • October 8th, 2014 • Knight Knox Development Corp. • Nevada
EXCLUSIVE PATENT LICENSE AGREEMENT
Exclusive Patent License Agreement • May 8th, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • California

This exclusive license agreement (“Agreement”) is effective May 2, 2017 (“Effective Date”), by and between (a) Analog Biosciences, Inc. (“Licensor”), a Nevada corporation, having an office at 1340 Specialty Dr., Ste i, Vista, CA 92081, and (b) Artelo Biosciences, Inc. (“Licensee”), a Nevada corporation having a principal place of business at 564 Wedge Lane, Fernley, NV 89408. Licensor and Licensee may be referred to herein, on occasion, individually as “Party” or collectively as “Parties”.

CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS DOCUMENT...
Confidential Treatment Requested • May 14th, 2018 • Artelo Biosciences, Inc. • Services-business services, nec • New York

This agreement (hereinafter, “Agreement”) is made and is effective as of the date last signed (hereinafter, “Effective Date”) by and between The Research Foundation for The State University of New York, a nonprofit, educational corporation existing under the laws of the State of New York with an office located at the Office of Technology Licensing & Industry Relations, N5002 Frank Melville Jr. Memorial Library, Stony Brook, New York 11794-3369, for and on behalf of the State University of New York at Stony Brook, (hereinafter, “Foundation”), and Artelo Biosciences, Inc., a Nevada corporation, having a primary address at 888 Prospect Street, Suite 210, La Jolla, California 92037 (hereinafter, “Licensee”).

MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT
Common Stock Purchase Agreement • December 22nd, 2017 • Artelo Biosciences, Inc. • Services-business services, nec • New York

THIS MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT (this “Agreement”) entered into on this December 20, 2017 (the “Signature Date”) by and between NEOMED Institute, a not-for-profit corporation established under the Not-for-Profit Corporations Act (Canada), having an address at 7171 Frederick-Banting, Saint-Laurent, Quebec H4S 1Z9, Canada (“NEOMED”), and Artelo Biosciences, Inc., a Nevada corporation, having an address at 888 Prospect Street, Suite 210, La Jolla, California 92037, U.S.A. (“Artelo”) shall be effective as of the Effective Date (as defined in Section 1.9 below). Each of NEOMED and Artelo may be referred to herein as a “Party”, or jointly as the “Parties”.

FIRST AMENDMENT TO MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT
Confidential Treatment Requested • April 1st, 2019 • Artelo Biosciences, Inc. • Services-business services, nec

THIS FIRST AMENDMENT TO MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT (this “Amendment”) is made and entered as of January 4, 2019 (“Amendment Effective Date”), by and between NEOMED Institute, a not-for-profit corporation established under the Not-for-Profit Corporations Act (Canada), having an address at 7171 Frederick-Banting, Saint-Laurent, Quebec H4S 1Z9, Canada (“NEOMED”), and Artelo Biosciences, Inc., a Nevada corporation, having an address at 888 Prospect Street, Suite 210, La Jolla, California 92037, U.S.A. (“Artelo”).

FIRST AMENDMENT TO MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT
Confidential Treatment Requested • April 15th, 2019 • Artelo Biosciences, Inc. • Services-business services, nec

THIS FIRST AMENDMENT TO MATERIAL AND DATA TRANSFER, OPTION AND LICENSE AGREEMENT (this “Amendment”) is made and entered as of January 4, 2019 (“Amendment Effective Date”), by and between NEOMED Institute, a not-for-profit corporation established under the Not-for-Profit Corporations Act (Canada), having an address at 7171 Frederick-Banting, Saint-Laurent, Quebec H4S 1Z9, Canada (“NEOMED”), and Artelo Biosciences, Inc., a Nevada corporation, having an address at 888 Prospect Street, Suite 210, La Jolla, California 92037, U.S.A. (“Artelo”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • April 7th, 2017 • Reactive Medical Inc. • Services-business services, nec • New York

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of April 3, 2017, by and between Reactive Medical, Inc., a Nevada corporation (the “Seller”), and Gregory Gorgas, a resident of the State of California (the “Purchaser”). The Seller and the Purchaser are sometimes collectively herein referred to as the “Parties” and individually as a “Party.”

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