8% CONVERTIBLE DEBENTURE DUE APRIL 1, 2017UAS Drone Corp. • May 22nd, 2015 • Aircraft • New York
THIS 8% CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 8% Convertible Debentures of UAS Drone Corp., a Nevada corporation (the “Company”), having its principal place of business at 420 Royal Palm Way, #100, Palm Beach, Florida 33480, designated as its 8% Convertible Debenture due April 1, 2017 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 25th, 2015 • UAS Drone Corp. • Aircraft • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 31, 2015, between UAS Drone Corp., 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”).
8% CONVERTIBLE DEBENTURE DUE MARCH 9, 2023UAS Drone Corp. • March 10th, 2020 • Aircraft • New York
THIS 8% CONVERTIBLE DEBENTURE (“New Debenture” or “Debenture”) of UAS Drone Corp., a Nevada corporation (the “Company”), having its principal place of business at 420 Royal Palm Way, #100, Palm Beach, Florida 33480, is issued pursuant that certain Exchange Agreement dated as of March 9, 2020 (the “Exchange Agreement”), by and between the Company and GreenBlock Capital, LLC, a Florida limited liability company (the “Holder”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 12th, 2021 • UAS Drone Corp. • Aircraft • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of May 11, 2021, by and among UAS Drone Corp., 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”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 25th, 2015 • UAS Drone Corp. • Aircraft • Nevada
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the ___ day of __________, 2015 by and between UAS Drone Corp., a Nevada corporation (hereinafter called the “Company”), and Chad Swan (hereinafter called the “Employee”).
UAS DRONE CORP. Common Stock Purchase WarrantUAS Drone Corp. • May 12th, 2021 • Aircraft
THIS CERTIFIES THAT, for value received, ____________ (the “Holder”), is entitled to subscribe for and purchase, at the Exercise Price (as defined below), from UAS Drone Corp., a Nevada corporation (the “Company”), shares of the Company’s common stock, par value $0.0001 (the “Common Stock”), at any time from May 11, 2021 and prior to 5:00 p.m., New York time, on November 11, 2022 (the “Warrant Exercise Term”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 25th, 2015 • UAS Drone Corp. • Aircraft • Nevada
ASSET PURCHASE AGREEMENT, dated as of March 5, 2015 (this “Agreement”), by and among UAS Drone Corp., a Nevada corporation (“Purchaser”) and its permitted assigns, Unlimited Aerial Systems LLP, a Louisiana limited liability partnership (“Seller”) and Chad Swan and David Sweeney, who together control 100% of the Seller (collectively, the “Shareholder”).
DEBENTURE AMENDMENT AGREEMENTDebenture Amendment Agreement • May 22nd, 2015 • UAS Drone Corp. • Aircraft
THIS DEBENTURE AMENDMENT AGREEMENT (the “Agreement”), dated as of April ____, 2015, is entered into by and among UAS Drone Corp., a Nevada corporation (the “Company”), and the person identified as the “Holder” on the signature page hereto (the “Holder”).
SHARE EXCHANGE AGREEMENT by and among UAS DRONE CORP., DUKE ROBOTICS, INC. and THE SHAREHOLDERS OF DUKE ROBOTICS, INC. WHO EXECUTE AND DELIVER THIS SHARE EXCHANGE AGREEMENT dated as of March 4, 2020Share Exchange Agreement • March 10th, 2020 • UAS Drone Corp. • Aircraft • Nevada
This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of March 4, 2020, is by and among UAS Drone Corp., a Nevada corporation (“UAS”), Duke Robotics, Inc., a Delaware corporation (“Duke”), and the several shareholders of Duke identified on Annex A hereto who are anticipated to execute and deliver this Agreement (those shareholders that identify as U.S. shareholders, the “U.S. Shareholders”, those shareholders that identify as non-U.S. shareholders, the “Non-U.S. Shareholders” and collectively the “Shareholders” or individually as the “Shareholder,” “it,” “its,” “itself” or words of similar import that refer to a Shareholder). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties.” Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in Annex B hereto.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 10th, 2020 • UAS Drone Corp. • Aircraft
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 9, 2020, amongst UAS Drone Corp., an OTC public corporation having its registered office at 420 Royal Palm Way, Palm Beach FL 33480, USA (the “Company”) and the Investors identified in Schedule A (each, an “Investor” and collectively, the “Investors”).
SEPARATION AGREEMENTSeparation Agreement • January 28th, 2016 • UAS Drone Corp. • Aircraft • Florida
THIS SEPARATION AGREEMENT (“Agreement”), dated as of January 22, 2016 by and between UAS Drone Corp., a Nevada corporation (hereinafter called the “Company”), and Chad Swan (hereinafter called “Swan”), shall terminate that certain Employment Agreement (the “Employment Agreement”) dated March 5, 2015 between the Company and the Employee.
SERVICES AGREEMENTServices Agreement • March 30th, 2021 • UAS Drone Corp. • Aircraft
This Services Agreement (the “Agreement”) is dated March 25, 2021 by and between UAS Drone Corp. (NV registered company) of 1 Etgar St, Tirat Carmel Israel (the “Company”) and Mr. Yossi Balucka of Ha’Sadot Road, Talmei Elazar, Israel (the “Consultant”).
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • March 10th, 2020 • UAS Drone Corp. • Aircraft
THIS SECURITIES EXCHANGE AGREEMENT (this “Agreement”) is entered into and effective as of March 9, 2020 (the “Effective Date,” subject to Section 4(i) below) by and between UAS Drone Corp., a Nevada corporation (the “Company”) and [___________] (the “Investor”). Each of the Company and the Investor may be referred to individually as a “Party” and collectively as the “Parties”;
Convertible Loan AgreementConvertible Loan Agreement • March 10th, 2020 • UAS Drone Corp. • Aircraft
This Convertible Loan Agreement (the “Agreement”) is made and entered into as of March 9, 2020 (the “Effective Date”), by and among UAS Drone Corp., an OTC corporation having its registered office at 420 Royal Palm Way, Palm Beach FL 33480, USA (the “Company”) and [________] (the “Lender”).
DISTRIBUTION AGREEMENTDistribution Agreement • October 27th, 2015 • UAS Drone Corp. • Aircraft • Pennsylvania
THIS DISTRIBUTION AGREEMENT is made and entered into as of this 21 day of October, 2015, by and between HAVIS, INC., a corporation formed and existing under the laws of the Commonwealth of Pennsylvania, with its principal place of business at 75 Jacksonville Road, Warminster, Pennsylvania 18974 (hereinafter referred to as “Havis”), and UAS DRONE CORP., a corporation formed and existing under the laws of the State of Delaware, with a principal place of business at 420 Royal Palm Way, Palm Beach, Florida 33480 (hereinafter referred to as “UAS”).
EXTENSION AGREEMENTExtension Agreement • August 25th, 2015 • UAS Drone Corp. • Aircraft
THIS EXTENSION AGREEMENT (the “Agreement”), dated as of July 29, 2015, is entered into by and among UAS Drone Corp., a Nevada corporation (the “Company”), and the person identified as the “Holder” on the signature page hereto (the “Holder”).
UAS DRONE CORP. SUBSCRIPTION AGREEMENTSubscription Agreement • August 25th, 2015 • UAS Drone Corp. • Aircraft
WARRANT EXTENSION AGREEMENTWarrant Extension Agreement • April 8th, 2022 • UAS Drone Corp. • Aircraft • New York
This WARRANT EXTENSION AGREEMENT, dated as of April 5, 2022 (this “Extension”), is by and between UAS Drone Corp., a Nevada corporation (the “Company”) and those warrant holders listed on Annex A (the “Holders”).
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • March 10th, 2020 • UAS Drone Corp. • Aircraft
This Securities Exchange Agreement (this “Agreement”), dated as of March 9, 2020, is made pursuant to that certain Securities Purchase Agreement, dated as of March 31, 2015, as amended (the “Purchase Agreement”), by and between UAS Drone Corp. (the “Company”) and Alpha Capital Anstalt, a Liechtenstein company (the “Purchaser”), for the purchase of the Company’s Original Issue Discount Convertible Debentures in the respective amounts of $300,000 (issued on April 1, 2015, and due April 1, 2017), $100,010 (issued on April 1, 2016, and due April 1, 2017), and $50,005 (issued on January 27, 2017, and due August 1, 2018) (collectively, the “Debentures”). Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement.
MANUFACTURING AGREEMENTManufacturing Agreement • October 27th, 2015 • UAS Drone Corp. • Aircraft • Pennsylvania
THIS MANUFACTURING AGREEMENT is made and entered into as of this 21 day of October, 2015, by and between HAVIS, INC., a corporation formed and existing under the laws of the Commonwealth of Pennsylvania, with its principal place of business at 75 Jacksonville Road, Warminster, Pennsylvania 18974 (hereinafter referred to as “Havis”), and UAS DRONE CORP., a corporation formed and existing under the laws of the State of Delaware, with a principal place of business at 420 Royal Palm Way, Palm Beach, Florida 33480 (hereinafter referred to as “UAS”).
ContractCollaboration Agreement • March 30th, 2021 • UAS Drone Corp. • Aircraft
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ORAMED PHARMACEUTICALS INC. IF PUBLICLY DISCLOSED. OMISSIONS ARE DENOTED IN BRACKETS WITH ASTERISKS THROUGHOUT THIS EXHIBIT.
EXCHANGE AGREEMENTExchange Agreement • March 10th, 2020 • UAS Drone Corp. • Aircraft
THIS EXCHANGE AGREEMENT (this “Agreement”) is entered into and effective as of March 9, 2020 (the “Effective Date,” subject to Section 5(i) below) by and between UAS Drone Corp., a Nevada corporation (the “Company”), and GREENBLOCK CAPITAL, LLC, a Florida limited liability company (hereinafter, “GBC”). Each of the Company and GBC may be referred to individually as a “Party” and collectively as the “Parties.”
WARRANT EXTENSION AGREEMENTWarrant Extension Agreement • November 3rd, 2023 • UAS Drone Corp. • Aircraft • New York
This WARRANT EXTENSION AGREEMENT, dated as of November 1, 2023 (this “Extension”), is by and between UAS Drone Corp., a Nevada corporation (the “Company”) and those warrant holders listed on Annex A (the “Holders”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 29th, 2020 • UAS Drone Corp. • Aircraft • Delaware
AGREEMENT AND PLAN OF MERGER (“Agreement”), dated as of April 29, 2020, by and among UAS Drone Corp., a Nevada corporation (“Parent”), UAS Acquisition Corp., a Delaware corporation (“Subsidiary”) and Duke Robotics, Inc., a Delaware corporation (“Duke”).
