COMMON STOCK PURCHASE WARRANT ODYSSEY HEALTH, INC.Odyssey Health, Inc. • June 14th, 2022 • 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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 14, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Odyssey Health, Inc. f/k/a Odyssey Group International, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 14th, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [______], 2022, between Odyssey Health, Inc. f/k/a Odyssey Group International, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 14th, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”) for a private placement of shares of Common Stock and warrants to purchase Common Stock at an exercise price of $0.70 per share (the “Warrants”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 14th, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 13, 2022, by and between ODYSSEY HEALTH, INC., a Nevada corporation, with headquarters located at 2300 West Sahara Avenue, Suite 800 - #4012, Las Vegas, NV 89102 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 17th, 2020 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • Nevada
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 14, 2020, by and between ODYSSEY GROUP INTERNATIONAL, INC., a Nevada corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it 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").
COMMON STOCK PURCHASE WARRANT SPINCOCommon Stock Purchase Warrant • August 18th, 2023 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received in connection with the execution of that certain Note dated as of the Issuance Date the Note (as defined below), [HOLDER] (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 of issuance hereof, to purchase from SPINCO, a Nevada corporation (the “Company”), NUMBER OF SHARES (XXX) shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof pursuant to the promissory note in the principal amount of FACE AMOUNT ($YYYY) issued to the Holder by the Company on DATE (the “Note”).
PURCHASE AGREEMENTPurchase Agreement • August 17th, 2020 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • Nevada
PURCHASE AGREEMENT (the “Agreement”), dated as of August 14, 2020, by and between ODYSSEY GROUP INTERNATIONAL, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
ContractCommon Stock Purchase Warrant • October 31st, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • Nevada
NEITHER ThIS PURCHASE WARRANT NOR THE securities represented by this PURChASE warrant have been registered under the Securities Act of 1933, as amended, or applicable state law. Neither thIS PURCHASE WARRANT NOT THE UNDERLYING securities nor any interest therein may be offered for sale, sold or otherwise transferred except pursuant to an effective registration statement under the Securities Act, or pursuant to an exemption from registration under the Securities Act and applicable state law which, in the opinion of counsel to the Company, is available.
ContractOdyssey Group International, Inc. • October 26th, 2021 • Surgical & medical instruments & apparatus • Nevada
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 14th, 2020 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 14, 2020, by and between ODYSSEY GROUP INTERNATIONAL, INC., a Nevada corporation, with headquarters located at 2372 Morse Ave., Irvine, CA 92614 (the “Company”), and LABRYS FUND, LP, a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 30th, 2023 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • Nevada
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 29, 2021 is entered into by and between Odyssey Group Intl Inc., a Nevada corporation, (the “Company”), and Tysadco Partners (the “Buyer”).
ContractOdyssey Group International, Inc. • March 13th, 2020 • Medicinal chemicals & botanical products • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 26th, 2021 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • Nevada
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as October 22, 2021, is entered into by and between Odyssey Group Intl Inc., a Nevada corporation, (the “Company”), and Lincoln Park Capital, LLC (the “Buyer”).
ODYSSEY GROUP INTERNATIONAL, INC RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • March 11th, 2021 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • Delaware
This Restricted Stock Unit Award Agreement (this “Agreement”) is made and entered into between Odyssey Group International, Inc. (the “Company”) and Joseph Michael Redmond (“Grantee”), effective as of January 1, 2021 (the “Date of Grant”). This Agreement sets forth the terms and conditions associated with the Company’s award to Grantee of Restricted Stock Units payable as described below in shares of Common Stock of the Company pursuant to the Company’s Stock Plan, as amended (the “Plan”) for the number of Units set forth below (collectively, the “Award”). Capitalized terms used herein which are not explicitly defined herein will have the meaning and definition ascribed to them under the Plan.
ASSET Purchase AgreementAsset Purchase Agreement • October 5th, 2023 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made this 4th day of October 2023 (the “Effective Date”) by and among Oragenics, Inc., a Florida corporation (“Purchaser”); Odyssey Health, Inc. f/k/a Odyssey Group International, Inc., a Nevada corporation (the “Company”); Joseph Michael Redmond, an adult individual (“Mr. Redmond”); and Christine Farrell, an adult individual (“Ms. Farrell”, and each of Mr. Redmond and Ms. Farrell, an “Additional Party”, and collectively, the “Additional Parties”). Capitalized terms not otherwise defined herein have the respective meanings assigned to such terms in Exhibit A hereto.
EMPLOYMENT AGREEMENTEmployment Agreement • November 4th, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • Nevada
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and between Odyssey NeuroPharma, Inc., a wholly owned subsidiary of Odyssey Health, Inc., (the “Company”) a Nevada Corporation and Greg Gironda (the “Executive”) whose address is________________.
ASSET Purchase AgreementAsset Purchase Agreement • January 8th, 2021 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • Nevada
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made this ____ day of January, 2021 by and among Odyssey Group International, Inc., a Nevada corporation (“Purchaser”); Prevacus, Inc., a Delaware corporation (the “Company”); Michael Lewandowski, an adult individual (“Mr. Lewandowski”); and Jacob VanLandingham, Ph.D., an adult individual (“Dr. VanLandingham”, and each of Mr. Lewandowski and Dr. VanLandingham, an “Additional Party”, and collectively, the “Additional Parties”). Capitalized terms not otherwise defined herein have the respective meanings assigned to such terms in Exhibit A hereto.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 7th, 2021 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • California
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of April 5, 2021, is entered into by and between Odyssey Group Intl Inc., a Nevada corporation, (the “Company”), and LGH Investments, LLC, a Wyoming limited liability company (the “Buyer”).
Amendment #3 to Convertible Promissory NoteConvertible Promissory Note • October 3rd, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT (this “Amendment”) is entered into by and between Company and Holder (each as defined below), effective as of September 29, 2022 (the “Effective Date”), binding on the undersigned parties as of that date.
Amendment #5 to Convertible Promissory NoteConvertible Promissory Note • April 4th, 2023 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT (this “Amendment”) is entered into by and between Company and Holder (each as defined below), effective as of March 31, 2023 (the “Effective Date”), binding on the undersigned parties as of that date.
EMPLOYMENT AGREEMENTEmployment Agreement • January 26th, 2021 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • Nevada
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and between Odyssey Group International Inc. (the “Company”) a Nevada Corporation and Joseph Michael Redmond (the “Executive”) whose address is 55 W. Delaware Pl. Unit 607 Chicago, IL 60610 effective as of January 1, 2021.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 18th, 2023 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • Nevada
This NOTE PURCHASE AGREEMENT (“Agreement”) is made this ____ day of August 2023 by and between Odyssey Health, Inc. f/k/a Odyssey Group International, Inc., a Nevada corporation (the "Company"), and the undersigned purchaser ("Purchaser").
AMENDMENT NO. 1 TO PURCHASE AGREEMENTPurchase Agreement • November 19th, 2020 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • Illinois
AGREEMENT TO TRANSFER LICENSE RIGHTSAgreement to Transfer License Rights • November 23rd, 2020 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • California
This Agreement is made and entered effective the 31th day of January 2019, (the Effective Date) by and between Electromedica LLC. a Wyoming Limited Liability Company with an address at 214 via Emilia, Palm Beach Gardens Florida 33418, its successor or assigns (hereinafter “Electromedica”) and Odyssey Group International Inc. a Nevada Corporation whose address is 2372 Morse Ave., Irvine, CA 92614 (hereinafter ODYY)
Amendment #2 to Convertible Promissory NoteConvertible Promissory Note • June 14th, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT (this “Amendment”) is entered into by and between Company and Holder (each as defined below), effective as of June 10, 2022 (the “Effective Date”), binding on the undersigned parties as of that date.
COMMON STOCK PURCHASE WARRANT ODYSSEY HEALTH, INC.Common Stock Purchase Warrant • March 22nd, 2024 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received in connection with the execution of that certain amendment dated as of the Issuance Date (the “Amendment”) to the Note (as defined below), Mast Hill Fund, L.P., a Delaware limited partnership (including any permitted and registered 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 of issuance hereof, to purchase from ODYSSEY HEALTH, INC., a Nevada corporation (the “Company”), 1,000,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof pursuant to the Amendment to the promissory note in the principal amount of $870,000.00 issued to the Holder by the Company on December 13, 20
Amendment #2 to Promissory NotePromissory Note • March 17th, 2023 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT (this “AMENDMENT”) is entered into by and between Company and Holder (each as defined below), effective as of January 31, 2023 (the “Effective Date”), binding on the undersigned parties as of that date.
Amendment #1 to Promissory NotePromissory Note • January 3rd, 2023 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT (this “AMENDMENT”) is entered into by and between Company and Holder (each as defined below), effective as of December 30, 2022 (the “Effective Date”), binding on the undersigned parties as of that date.
Amendment to Promissory NotePromissory Note • June 14th, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT (this “AMENDMENT”) is entered into by and between Company and Holder (each as defined below), effective as of April 20, 2022 (the “Effective Date”), binding on the undersigned parties as of that date.
AMENDMENT TO CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • April 14th, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT (this "Amendment") is entered into by and between Company and Holder (each as defined below), effective as of March 31, 2022 (the "Effective Date"), binding on the undersigned parties as of that date.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 11th, 2021 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • Nevada
THIS AGREEMENT is made and entered into this ___th day of __________ 2021, by and between Odyssey Group International, a Nevada corporation, with its principle place of business at 2372 Morse Ave. Irvine CA 92614 (“Seller”) and _____________________ with a principal address at ___________________________ (“Buyer”).
Amendment #4 to Convertible Promissory NoteConvertible Promissory Note • January 3rd, 2023 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT (this “Amendment”) is entered into by and between Company and Holder (each as defined below), effective as of December 29, 2022 (the “Effective Date”), binding on the undersigned parties as of that date.
OPTION AGREEMENT by and among ODYSSEY HEALTH INC., AND PREVACUS, INC.Option Agreement • November 23rd, 2022 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus • Nevada
This AGREEMENT FOR AN OPTION TO PURCHASE INTELLECTUAL PROPERTY, dated as of November 22, 2022 (this “Agreement”), by and among Prevacus Inc. a Delaware Corporation (“Prevacus”), and, Odyssey Health Inc., a Nevada corporation (“Odyssey”), whose address is 2300 West Sahara Avenue, Suite 800 - #4012, Las Vegas NV 89102. Odyssey, and Prevacus are referred to collectively herein as the “Parties”.
PROMISSORY NOTEPromissory Note • October 30th, 2023 • Odyssey Health, Inc. • Surgical & medical instruments & apparatus
THIS PROMISSORY NOTE (the “Note”) is made as of the 21st day September 2022, by and between Odyssey Health, Inc., a Nevada corporation, (hereinafter known as “BORROWER”) and Jonathon Lutz, an individual (hereinafter known as “LENDER”), whose address is 16357 E 18th Place Aurora, CO 80011. BORROWER and LENDER shall collectively be known herein as “the Parties”. In determining the rights and duties of the Parties under this Note, the entire document must be read as a whole.
INTELLECTUAL PROPERTY PURCHASE AGREEMENT by and among ODYSSEY GROUP INTERNATIONAL INC., DE LUCA AND MURDOCK CAPITAL PARTNERS INC.Intellectual Property Purchase Agreement • November 23rd, 2020 • Odyssey Group International, Inc. • Surgical & medical instruments & apparatus • California
This INTELLECTUAL PROPERTY PURCHASE AGREEMENT, dated as of June 26, 2019 (this “Agreement”), by and among James De Luca an individual whose address is 15 Wendover Road, Forest Hills Gardens, NY 11375 (“De Luca” or “Seller”), on the one hand, and Murdock Capital Partners, Inc., whose address is 15 West 53rd Street, 24th Floor, New York, NY 10019 (“MCP” or “Seller”), and, Odyssey Group International Inc., a Nevada corporation (“Odyssey” or “Buyer”), whose address is 2372 Morse Ave. Irvine, CA 92614. Odyssey/Buyer, and Seller are referred to collectively herein as the “Parties.” De Luca and MCP together may be referred to collectively as “Sellers”.
