REPRESENTATIVE COMMON STOCK PURCHASE WARRANT intelligent bio solutions INC.Intelligent Bio Solutions Inc. • March 10th, 2023 • Surgical & medical instruments & apparatus
THIS REPRESENTATIVE 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 March 8, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Intelligent Bio Solutions Inc., a Delaware 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 is issued pursuant to the Underwriting Agreement (as defined below).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 21st, 2020 • GBS Inc. • Surgical & medical instruments & apparatus
This Agreement is made pursuant to the Exchange Agreement, dated as of the date hereof, between the Company and the Purchaser (the “Exchange Agreement”).
UNDERWRITER COMMON STOCK PURCHASE WARRANT GBS INC.GBS Inc. • November 16th, 2020 • Surgical & medical instruments & apparatus • New York
THIS UNDERWRITER 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 ________ __, 20251 (the “Termination Date”) but not thereafter, to subscribe for and purchase from GBS Inc., a Delaware 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).
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY U.S. STATE OR ANY OTHER JURISDICTION AND MAY NOT BE...Intelligent Bio Solutions Inc. • December 22nd, 2022 • Surgical & medical instruments & apparatus
THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF ANY U.S. PERSON UNLESS REGISTERED UNDER THE SECURITIES ACT OR AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE. EACH PERSON EXERCISING A WARRANT IS REQUIRED TO GIVE: (A) WRITTEN CERTIFICATION THAT IT IS NOT A U.S. PERSON AND THE WARRANT IS NOT BEING EXERCISED ON BEHALF OF A U.S. PERSON; OR (B) A WRITTEN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY TO THE EFFECT THAT THE WARRANT AND THE SECURITIES DELIVERED UPON EXERCISE THEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OR ARE EXEMPT FROM REGISTRATION THEREUNDER
INTELLIGENT BIO SOLUTIONS INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Warrant Agent Warrant Agency Agreement Dated as of October 4, 2023 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 4th, 2023 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus • New York
WARRANT AGENCY AGREEMENT, dated as of October 4, 2023 (“Agreement”), by and between Intelligent Bio Solutions Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a Delaware limited liability company (“CST” or the “Warrant Agent”).
1,544,004 SHARES of Common Stock 5,728,723 Shares of Series E Convertible preferred stock 7,272,727 SERIES E Warrants (Exercisable for 7,272,727 Shares of Common stock) AND 7,272,727 SERIES F Warrants (Exercisable for 7,272,727 Shares of Common stock)...Underwriting Agreement • October 4th, 2023 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, Intelligent Bio Solutions Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Intelligent Bio Solutions Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (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.
SERIES E COMMON STOCK PURCHASE WARRANT intelligent bio solutions INC.Intelligent Bio Solutions Inc. • September 22nd, 2023 • Surgical & medical instruments & apparatus • New York
THIS SERIES E 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 Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five-and-a-half year anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Intelligent Bio Solutions Inc., a Delaware 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 nomi
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 22nd, 2022 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of December 21, 2022, between Intelligent Bio Solutions Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
INTELLIGENT BIO SOLUTIONS INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Warrant Agent Warrant Agency Agreement Dated as of March 10, 2023 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • March 10th, 2023 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus • New York
WARRANT AGENCY AGREEMENT, dated as of March 10, 2023 (“Agreement”), by and between Intelligent Bio Solutions Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a Delaware limited liability company (“CST” or the “Warrant Agent”).
UNDERWRITING AGREEMENTUnderwriting Agreement • September 11th, 2023 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, Intelligent Bio Solutions Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Intelligent Bio Solutions Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (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.
COMMON STOCK PURCHASE WARRANT GBS INC.GBS Inc. • December 21st, 2020 • Surgical & medical instruments & apparatus • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Life Science Biosensor Diagnostics Pty Ltd. 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 December [_], 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from GBS Inc., a Delaware corporation (the “Company”), up to 3,000,000 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).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT intelligent bio solutions INC.Intelligent Bio Solutions Inc. • February 7th, 2024 • Surgical & medical instruments & apparatus • New York
THIS PLACEMENT AGENT 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 August 7, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Intelligent Bio Solutions Inc., a Delaware 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 is issued pursuant to that certain Investment Banking Agreement, dated February 26, 2022, as amended, by and between the Company and Ladenburg Thalmann & Co. Inc.
ContractCommon Stock Purchase Warrant • August 15th, 2018 • Glucose Biosensor Systems (Greater China) Holdings, Inc. • Surgical & medical instruments & apparatus • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING [●], 2018 (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) CUTTONE & CO., LLC OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE PLACEMENT AGENT AS CONSIDERATION (THE “OFFERING”), OR (II) A BONA FIDE OFFICER OR PARTNER OF CUTTONE & CO., LLC.
SERIES H-1 COMMON STOCK PURCHASE WARRANT intelligent bio solutions INC.Intelligent Bio Solutions Inc. • March 13th, 2024 • Surgical & medical instruments & apparatus • New York
THIS SERIES H-1 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 the eighteen month anniversary following the date a registration statement registering the resale of all Warrant Shares issuable upon exercise of the Warrants is declared effective by the Commission (the “Termination Date”), but not thereafter, to subscribe for and purchase from Intelligent Bio Solutions Inc., a Delaware 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 • March 13th, 2024 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 8, 2024, between Intelligent Bio Solutions Inc., a Delaware 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 • March 13th, 2024 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 8, 2024, between Intelligent Bio Solutions Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
LEAK-OUT AGREEMENTLeak-Out Agreement • September 22nd, 2023 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus
This agreement (the “Leak-Out Agreement”) is being delivered to you in connection with an understanding by and between Intelligent Bio Solutions Inc., a Delaware corporation (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).
Technology Agreement Account FormTechnology Services Agreement • September 11th, 2018 • Glucose Biosensor Systems (Greater China) Holdings, Inc. • Surgical & medical instruments & apparatus • New York
This TECHNOLOGY SERVICES AGREEMENT, which consists of this account form (the “Account Form”) and the associated Terms and Conditions (the “Terms and Conditions”) attached hereto as Exhibit A, is made and entered into as of %%TODAY%% (the “Effective Date”) between %%ISSUER_NAME%% (collectively referred to as “Issuer”, “you”, “your”) for its offering of securities entitled <offering name> (“Offering”), and FundAmerica, LLC (“FundAmerica”, “Technology Provider,” “we,” “our,” or “us”).
DATEDAgreement • October 11th, 2022 • GBS Inc. • Surgical & medical instruments & apparatus • England and Wales
GBS INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Warrant Agent Warrant Agency Agreement Dated as of ___________, 20__ WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 20th, 2020 • GBS Inc. • Surgical & medical instruments & apparatus • New York
WARRANT AGENCY AGREEMENT, dated as of __________, 20__ (“Agreement”), between GBS Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a _______ limited liability trust company (the “Warrant Agent”).
SCHEDULE 1 – PARTIES TO MSA 4 SCHEDULE 2 – GENERAL TERMS AND CONDITIONS 5Master Services Agreement • August 2nd, 2019 • Glucose Biosensor Systems (Greater China) Holdings, Inc. • Surgical & medical instruments & apparatus
to all other parties at either the postal address, facsimile number or email address specified for the parties at Schedule 1.
REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN INTELLIGENT BIO SOLUTIONS INC. THE SELLERS LISTED ON ANNEX A HERETO Dated as of December 21, 2022Registration Rights Agreement • December 22nd, 2022 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of December 21, 2022 by and among INTELLIGENT BIO SOLUTIONS INC., a Delaware corporation (the “Company”), the sellers listed on Annex A hereto (and together with their successors and any Person that becomes a party hereto pursuant to Section 4.1, the “Sellers”). Capitalized terms that are used but not defined elsewhere herein are defined in Exhibit A.
SUBSCRIPTION AGREEMENTSubscription Agreement • September 11th, 2018 • Glucose Biosensor Systems (Greater China) Holdings, Inc. • Surgical & medical instruments & apparatus • New York
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT THE MARKET FOR SUCH INVESTMENT MAY BE LIMITED AND SPORADIC AND IS EXPECTED TO CONTINUE TO BE LIMITED AND SPORADIC FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET CURRENTLY EXISTS FOR THE SECURITIES.
EXCHANGE AGREEMENTExchange Agreement • December 21st, 2020 • GBS Inc. • Surgical & medical instruments & apparatus • New York
THIS EXCHANGE AGREEMENT (this “Agreement”) is entered into as of December [_], 2020, by and between GBS, Inc., a Delaware corporation (the “Company”), Life Science Biosensor Diagnostics Pty Ltd (“LSBD” or the “Holder”), each a “Party” and collectively the “Parties”, upon the following premises:
ContractExercise Agreement • August 2nd, 2019 • Glucose Biosensor Systems (Greater China) Holdings, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND (I) THIS WARRANT MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED OTHER THAN BY WILL OR THE LAWS OF DESCENT AND DISTRIBUTION UPON THE DEATH OF THE HOLDER, AND (II) THE SECURITIES ISSUABLE UPON SUCH EXERCISE MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED UNLESS (A) A REGISTRATION STATEMENT COVERING SUCH SHARES IS EFFECTIVE UNDER THE SECURITIES ACT AND IS QUALIFIED UNDER APPLICABLE STATE AND FOREIGN LAW OR (B) THE TRANSACTION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS UNDER THE SECURITIES ACT AND THE QUALIFICATION REQUIREMENTS UNDER APPLICABLE STATE AND FOREIGN LAW AND, IF THE COMPANY REQUESTS, AN OPINION SATISFACTORY TO THE COMPANY TO SUCH EFFECT HAS
DEED OF AMENDMENT AND RESTATEMENTAgreement • October 11th, 2022 • GBS Inc. • Surgical & medical instruments & apparatus • England and Wales
Medical Affairs Service AgreementGlucose Biosensor Systems (Greater China) Holdings, Inc. • August 15th, 2018 • Surgical & medical instruments & apparatus • New South Wales
Recitals 1 The Client requires the Services to be provided by CRC. 2 CRC agrees to provide the Services to the Client on the terms and conditions of this Agreement.
Voting AgreementVoting Agreement • October 11th, 2022 • GBS Inc. • Surgical & medical instruments & apparatus • Delaware
This Voting Agreement (this “Agreement”), dated as of October 4, 2022, is made and entered into by and between the stockholders listed on Exhibit A hereto (each, a “Stockholder” and, collectively, the “Stockholders”) of GBS Inc., a Delaware corporation (the “Company”), and the Company. The Stockholders and the Company are each sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
PURCHASE AND ASSIGNMENT AGREEMENTPurchase and Assignment Agreement • December 21st, 2020 • GBS Inc. • Surgical & medical instruments & apparatus • New York
THIS PURCHASE AND ASSIGNMENT AGREEMENT (this “Agreement”) is entered into on December 18, 2020, by and between Life Science Biosensor Diagnostics Pty Ltd., an Australian proprietary limited company having an address at Level 7, 222 Clarence Street, Sydney NSW 2000 Australia (the “Seller”) and the undersigned investor (the “Purchaser”).
Dear Spiro Extension Request - Loan Agreement dated 16 June 2022GBS Inc. • October 11th, 2022 • Surgical & medical instruments & apparatus
Pursuant to clause 5.3 of the Loan Agreement between Intelligent Fingerprinting Limited and GBS, Inc. dated 16 June 2022 (the “Agreement”), we hereby request that the Final Repayment Date (as defined in the Agreement) be extended to 4 October 2024.
SECOND VARIATION AGREEMENT TO TECHNOLOGY LICENCE AGREEMENTSecond Variation Agreement • June 19th, 2018 • Glucose Biosensor Systems (Greater China) Holdings, Inc. • Surgical & medical instruments & apparatus
This Second Variation Agreement to the Technology License Agreement (this "Variation Agreement") dated as 18 April 2018 (the "Effective Date"), is by and between Life Science Biosensor Diagnostics Pty Ltd., an Australian proprietary limited company having an address at Level 9, 85 Castlereagh Street, Sydney NSW 2000 Australia ("Licensor") and Glucose Biosensor Systems (Greater China) Holdings Inc., a company having an registered office at Corporation Trust Centre, 1209 Orange St, City of Wilmington, County of New Castle, Delaware 19801 ("Licensee") (each, a "Party" and collectively the "Parties").
Lock-Up AgreementLock-Up Agreement • August 15th, 2018 • Glucose Biosensor Systems (Greater China) Holdings, Inc. • Surgical & medical instruments & apparatus
THIRD VARIATION AGREEMENT TO TECHNOLOGY LICENCE AGREEMENTThird Variation Agreement • August 15th, 2018 • Glucose Biosensor Systems (Greater China) Holdings, Inc. • Surgical & medical instruments & apparatus
This Third Variation Agreement to the Technology License Agreement (this “Third Variation Agreement”) dated as 10 July 2018 (the “Effective Date”), is by and between Life Science Biosensor Diagnostics Pty Ltd., an Australian proprietary limited company having an address at Level 9,85 Castlereagh Street, Sydney NSW 2000 Australia “Licensor” and Glucose Biosensor Systems (Greater China) Holdings Inc. , a company having an registered office at Corporation Trust Centre, 1209 Orange St, City of Wilmington, County of New Castle, Delaware 19801 (“Licensee”) (each, a “Party” and collectively the “Parties”).
Medical Affairs Service AgreementGlucose Biosensor Systems (Greater China) Holdings, Inc. • August 2nd, 2019 • Surgical & medical instruments & apparatus • New South Wales
Recitals 1 The Client requires the Services to be provided by CRC. 2 CRC agrees to provide the Services to the Client on the terms and conditions of this Agreement.
CONSULTING AGREEMENTConsulting Agreement • March 1st, 2024 • Intelligent Bio Solutions Inc. • Surgical & medical instruments & apparatus • New York
IN CONSIDERATION of the mutual covenants and promises contained in this Agreement, the receipt, and sufficiency of which are acknowledged, and intended to be legally bound, the parties hereby agree as follows:
