ImmunoPrecise Antibodies Ltd. Sample Contracts
UNDERWRITING AGREEMENT between IMMUNOPRECISE ANTIBODIES LTD. and THE BENCHMARK COMPANY LLC as Representative of the Several UnderwritersUnderwriting Agreement • December 6th, 2023 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations • New York
The Benchmark Company LLC As Representative of the several Underwriters named on Schedule 1 attached hereto 150 E. 58th Street, 17th Floor
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 29th, 2024 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of July 16, 2024, is between IMMUNOPRECISE ANTIBODIES LTD., a British Columbia corporation, with principal executive offices located at 3204-4464 Markham Street, Victoria, BC V8Z 7X8 (the “Company”), and each of the investors listed on the Schedule of Buyers attached as Schedule I hereto (individually, a “Buyer” and collectively the “Buyers”).
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • August 16th, 2023 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations • New York
ImmunoPrecise Antibodies Ltd., a corporation continued under the Business Corporations Act (British Columbia) (the "Company"), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the "Agent"), common shares of the Company, without par value (the "Common Shares"), on the terms set forth in this agreement (this "Agreement").
AT THE MARKET OFFERING AGREEMENT October 13, 2021At the Market Offering Agreement • October 13th, 2021 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations • New York
ImmunoPrecise Antibodies Ltd., a corporation incorporated under the Business Corporations Act (British Columbia) (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 29th, 2024 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 16, 2024 is made by and between YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”), and IMMUNOPRECISE ANTIBODIES LTD., a British Columbia corporation (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”
SALES AGREEMENTSales Agreement • February 23rd, 2024 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations • New York
ImmunoPrecise Antibodies Ltd., a corporation continued under the Business Corporations Act (British Columbia) (the "Company"), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Clear Street LLC, as sales agent and/or principal (the "Agent"), common shares of the Company, without par value (the "Common Shares"), on the terms set forth in this agreement (this "Agreement").
AMENDED AND RESTATED UNDERWRITING AGREEMENTUnderwriting Agreement • February 4th, 2021 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations • New York
This Lock-Up Agreement (this “Agreement”) is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”) between ImmunoPrecise Antibodies Ltd., a corporation incorporated under the Business Corporations Act (British Columbia) (the “Company”), and H.C. Wainwright & Co. LLC (“Wainwright”), as manager of a group of underwriters (collectively, the “Underwriters”), to be named therein, and the other parties thereto (if any), relating to the proposed public offering of common shares (the “Common Shares”), of the Company.
IMMUNOPRECISE ANTIBODIES LTD. as Issuer and [ ] as U.S. Trustee and [ ] as Canadian Trustee Indenture Dated as of [ ], 2023Indenture • July 11th, 2023 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations • New York
This Indenture is subject to the provisions of Trust Indenture Legislation that are required to be part of this Indenture and shall, to the extent applicable, be governed by such provisions.
UNDERWRITER COMMON SHARE PURCHASE WARRANT IMMUNOPRECISE ANTIBODIES LTD.Underwriter Common Share Purchase Warrant • February 4th, 2021 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations • New York
THIS UNDERWRITER COMMON SHARE 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 February 8, 2021 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February 3, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from ImmunoPrecise Antibodies Ltd. (the “Company”), a corporation incorporated under the Business Corporations Act (British Columbia) up to ______ common shares (as subject to adjustment hereunder, the “Warrant Shares”) in the capital of the Company. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain Amended and Restated Underwriting Agreement, by and between the Company and H.C. Wainwright & Co.,
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • September 16th, 2020 • ImmunoPrecise Antibodies Ltd.
IMMUNOPRECISE ANTIBODIES LTD., a company duly formed under the laws of the Province of British Columbia, with its principal office located at Unit 3204, 4464 Markham Street, Victoria, BC V8Z 7X8
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 23rd, 2026 • MindWalk Holdings Corp. • Pharmaceutical preparations
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of July 16, 2024, is between IMMUNOPRECISE ANTIBODIES LTD., a British Columbia corporation, with principal executive offices located at 3204-4464 Markham Street, Victoria, BC V8Z 7X8 (the “Company”), and each of the investors listed on the Schedule of Buyers attached as Schedule I hereto (individually, a “Buyer” and collectively the “Buyers”).
GLOBAL GUARANTY AGREEMENTGlobal Guaranty Agreement • July 23rd, 2026 • MindWalk Holdings Corp. • Pharmaceutical preparations • New York
This Guaranty is made as of July 16, 2024 by ImmunoPrecise Antibodies (Canada), Ltd., British Columbia corporation (“ImmunoCanada”), ImmunoPrecise Antibodies (Europe) BV, a company incorporated in the Netherlands (“ImmunoDutch”), and BioStrand B.V., a company incorporated in Belgium ((“BioStrand”) and collectively with ImmunoCanada and ImmunoDutch, the “Guarantors”) in favor of YA II PN, LTD. (“YA II” or the “Creditor”), with respect to all obligations of ImmunoPrecise Antibodies Ltd. a British Columbia corporation (the “Debtor”) owed to the Creditor.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 29th, 2025 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of July 16, 2024, is between IMMUNOPRECISE ANTIBODIES LTD., a British Columbia corporation, with principal executive offices located at 3204-4464 Markham Street, Victoria, BC V8Z 7X8 (the “Company”), and each of the investors listed on the Schedule of Buyers attached as Schedule I hereto (individually, a “Buyer” and collectively the “Buyers”).
DATED 14th MARCH 2019 IMMUSYS B.V. and MODIQUEST RESEARCH B.V. and IMMULEASE B.V. and MR JOS RAATS and IMMUNOPRECISE NETHERLANDS B.V. and IMMUNOPRECISE ANTIBODIES LTD. AMENDMENT, TERMINATION AND SETTLEMENT AGREEMENTAmendment, Termination and Settlement Agreement • September 16th, 2020 • ImmunoPrecise Antibodies Ltd.
ModiQuest Research, Immulease, ImmunoPrecise Netherlands and ImmunoPrecise Antibodies are hereinafter jointly also referred to as the IPA Group Companies and each also an IPA Group Company. The IPA Group Companies, Immusys and Raats are hereinafter jointly referred to as the Parties and each as a Party.
AGREEMENT OF PURCHASE AND SALE OF SHARES OF BIOSTRAND BV - and - BIOKEY BV - and - BIOCLUE BV Made on March 29th, 2022 By and among CHARMQUARK EEN - and - CHARMQUARK TWEE - and - K&E BV as Vendors - and - IMMUNOPRECISE NETHERLANDS B.V. as Purchaser -...Purchase and Sale of Shares • April 14th, 2022 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 23rd, 2026 • MindWalk Holdings Corp. • Pharmaceutical preparations
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 16, 2024 is made by and between YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”), and IMMUNOPRECISE ANTIBODIES LTD., a British Columbia corporation (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”
MATERIAL TRANSFER AND EVALUATION AGREEMENT THIS MATERIAL TRANSFER AND EVALUATION AGREEMENT (the “MTE Agreement,” andMaterial Transfer and Evaluation Agreement • July 29th, 2025 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations
together with its Appendices, the “MTEA”) is made as of the date of the last signature below (the “Effective Date”) by and between Biotheus, Inc. with an address at 10B, Building 4, No 1 Keji 7th Road, Xiang Zhou District, Tangjiawan Town, Zhuhai City, Guangdong Province, China (“Biotheus”), acting in its own name and on behalf of its Affiliates (listed in Appendix 2), and Talem Therapeutics LLC, a US company being a subsidiary of ImmunoPrecise Antibodies with an address at 4837 Amber Valley Parkway, Suite 11, Fargo, ND 58104 USA (“Talem”), acting in its own name and on behalf of its Affiliates (listed in Appendix 3). Each a “Party” and together the “Parties”.
SALES AGREEMENTSales Agreement • November 7th, 2025 • MindWalk Holdings Corp. • Pharmaceutical preparations • New York
MindWalk Holdings Corp., a corporation continued under the Business Corporations Act (British Columbia) (the "Company"), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through JonesTrading Institutional Services LLC, as sales agent and/or principal (the "Agent"), common shares of the Company, without par value (the "Common Shares"), on the terms set forth in this agreement (this "Agreement").
GLOBAL GUARANTY AGREEMENTGuaranty Agreement • July 29th, 2024 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations • New York
This Guaranty is made as of July 16, 2024 by ImmunoPrecise Antibodies (Canada), Ltd., British Columbia corporation (“ImmunoCanada”), ImmunoPrecise Antibodies (Europe) BV, a company incorporated in the Netherlands (“ImmunoDutch”), and BioStrand B.V., a company incorporated in Belgium ((“BioStrand”) and collectively with ImmunoCanada and ImmunoDutch, the “Guarantors”) in favor of YA II PN, LTD. (“YA II” or the “Creditor”), with respect to all obligations of ImmunoPrecise Antibodies Ltd. a British Columbia corporation (the “Debtor”) owed to the Creditor.
SECURITIES PURCHASE AGREEMENT by and among BUYER, IMMUNOPRECISE NETHERLANDS B.V.,Securities Purchase Agreement • July 23rd, 2026 • MindWalk Holdings Corp. • Pharmaceutical preparations • Delaware
This Securities Purchase Agreement (this “Agreement”) is made and entered into as of August 6, 2025 (the “Effective Date”), by and among AVS Bio Netherlands B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands (“Buyer”), ImmunoPrecise Netherlands B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands (“Seller”), ImmunoPrecise Antibodies (Europe) B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands (the “Company”) and, solely for the purposes of Section 7.03 and Article VIII hereof, ImmunoPrecise Antibodies Ltd., a corporation incorporated under the laws of the province of British Columbia (“Parent”, and together with Buyer and Seller collectively, the “Parties”, and each, individually, a “Party”).
SHAREHOLDER RIGHTS PLAN AGREEMENT BETWEEN IMMUNOPRECISE ANTIBODIES LTD. AND COMPUTERSHARE TRUST COMPANY OF CANADA Made as of October 17, 2019Shareholder Rights Plan Agreement • September 16th, 2020 • ImmunoPrecise Antibodies Ltd. • British Columbia
WHEREAS the board of directors of the Corporation has determined that it is in the best interests of the Corporation to adopt a shareholder rights plan in order to ensure, to the extent possible, that: (i) all shareholders of the Corporation are treated fairly in connection with any Offer to Acquire the outstanding Voting Shares, and (ii) the board of directors of the Corporation has the opportunity to identify, solicit, develop and negotiate value-enhancing alternatives, as appropriate, to any unsolicited Offer to Acquire the outstanding Voting Shares.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 29th, 2025 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 16, 2024 is made by and between YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”), and IMMUNOPRECISE ANTIBODIES LTD., a British Columbia corporation (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”
GLOBAL GUARANTY AGREEMENTGuaranty Agreement • July 29th, 2025 • ImmunoPrecise Antibodies Ltd. • Pharmaceutical preparations • New York
This Guaranty is made as of July 16, 2024 by ImmunoPrecise Antibodies (Canada), Ltd., British Columbia corporation (“ImmunoCanada”), ImmunoPrecise Antibodies (Europe) BV, a company incorporated in the Netherlands (“ImmunoDutch”), and BioStrand B.V., a company incorporated in Belgium ((“BioStrand”) and collectively with ImmunoCanada and ImmunoDutch, the “Guarantors”) in favor of YA II PN, LTD. (“YA II” or the “Creditor”), with respect to all obligations of ImmunoPrecise Antibodies Ltd. a British Columbia corporation (the “Debtor”) owed to the Creditor.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • September 16th, 2020 • ImmunoPrecise Antibodies Ltd.
IMMUNOPRECISE NETHERLANDS B.V., a company duly formed under the laws of the Netherlands, with its registered office located in Haarlemmermeer, Netherlands, registered with the trade register of the Chamber of Commerce under number 71010149