BioNexus Gene Lab Corp Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • July 24th, 2023 • BioNexus Gene Lab Corp • Services-medical laboratories • New York
Re: Director Offer Letter – Jook Yuen Low
Director Offer Letter • April 15th, 2025 • BioNexus Gene Lab Corp • Services-medical laboratories • New York

BioNexus Gene Lab Corp., a Wyoming corporation (the “Company” or “we”), is pleased to offer you a position as a Director of the Company. We believe your background and experience will be a significant asset to the Company and we look forward to your participation as a Director in the Company. Should you choose to accept this position as a Director, this letter agreement (the “Agreement”) shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company.

Underwriter’s Warrant
Underwriter's Warrant • July 24th, 2023 • BioNexus Gene Lab Corp • Services-medical laboratories • New York

THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY HIS, HER OR ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS BEGINNING ON THE DATE OF COMMENCEMENT OF SALES OF THE OFFERING: (A) SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT OR THE SECURITIES ISSUABLE HEREUNDER TO ANYONE OTHER THAN OFFICERS OR PARTNERS OF NETWORK 1 FINANCIAL SECURITIES, INC., EACH OF WHOM SHALL HAVE AGREED TO THE RESTRICTIONS CONTAINED HEREIN, IN ACCORDANCE WITH FINRA CONDUCT RULE 5110(E), OR (B) CAUSE THIS PURCHASE WARRANT OR THE SECURITIES ISSUABLE HEREUNDER TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS PURCHASE WARRANT OR THE SECURITIES HEREUNDER, EXCEPT AS PROVIDED FOR IN FINRA RULE 5110(E)(2).

UNDERWRITING AGREEMENT
Underwriting Agreement • July 17th, 2023 • BioNexus Gene Lab Corp • Services-medical laboratories • New York
Teaming Agreement between MRNA Scientific Sdn. Bhd. and Protech Builders Sdn. Bhd. for Biogas Plant Development This Teaming Agreement (“Agreement”) is made on September 23, 2024 between:
Teaming Agreement • September 25th, 2024 • BioNexus Gene Lab Corp • Services-medical laboratories

● MRNA Scientific Sdn. Bhd. (“MRNA Scientific”, Co. 201501013741), a company incorporated in Malaysia, with its principal office at A-28-07 Menara UOA Bangsar, 5 Jalan Bangsar Utama 1, Kuala Lumpur 1, 59000 Selangor, Malaysia; and

Bionexus Gene Lab Corporation
Executive Employment Agreement • July 5th, 2023 • BioNexus Gene Lab Corp • Services-medical laboratories • Wyoming

This Executive Employment Agreement (the “Agreement”) is made and entered into as of the 19th day of June, 2017 and will be effective as of the 26th day of June, 2017 (the “Effective Date”), between Bionexus Gene Lab Corp, whose principal place of business is Unit 10-2, Tower B, Vertical Business Suite, Avenue 3 Bangsar South, No. 8, Jalan Kerinchi Kuala Lumpur, Malaysia (the “Company”) and Ms Wei Li Leong at 311 Lorong Maarof, Bukit Bandaraya, Bangsar, 59000 Kuala Lumpur, Malaysia (the “CFO”). This agreement supersedes all previous employment agreements as of the effective date. The Company is a Wyoming corporation and is principally engaged in the business of mRNA and infectious diseases screening (the “Business”). The Company desires to employ the CFO and the CFO desires to be employed by the Company, upon the terms and conditions hereinafter set forth.

SHARE SUBSCRIPTION AND SHAREHOLDERS’ AGREEMENT
Share Subscription and Shareholders’ Agreement • November 12th, 2025 • BioNexus Gene Lab Corp • Services-medical laboratories
SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • December 30th, 2020 • BioNexus Gene Lab Corp • Services-medical laboratories • Wyoming

This Agreement ("Agreement") is made and entered into this the 24th day of December 2020 by and between BioNexus Gene Lab Corp, a Wyoming company (the "BioNexus"), and Chemrex Corporation Sdn. Bhd., a Malaysian company ("Chemrex"), and the shareholders of the Chemrex identified on the signatory page of this Agreement (the "Chemrex Shareholders").

BioNexus Gene Lab Corp. Up to $20,000,000 of Common Stock EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • November 7th, 2025 • BioNexus Gene Lab Corp • Services-medical laboratories • New York

BioNexus Gene Lab Corp., a Wyoming corporation (the “Company”), proposes to issue and sell through Maxim Group LLC (the “Agent”), as sales agent, common stock of the Company, no par value (the “Common Stock”), having an aggregate offering price of up to $20,000,000 of Common Stock (the Common Stock subject to this Equity Distribution Agreement (this “Agreement”) being referred to herein as the “Shares”) on terms set forth herein. The Shares consist entirely of authorized but unissued Common Stock to be issued and sold by the Company.

PURCHASE AGREEMENT
Purchase Agreement • December 2nd, 2025 • BioNexus Gene Lab Corp • Services-medical laboratories • Wyoming

THIS PURCHASE AGREEMENT (this “Agreement”), dated as of November 28, 2025, is made by and between ARC Group International Ltd. (the “Investor”), and BioNexus Gene Lab Corp., a Wyoming corporation (the “Company”).

EXCLUSIVE INTELLECTUAL PROPERTY LICENSE AGREEMENT (SOUTHEAST ASIA) by and between FIDELION DIAGNOSTICS PTE. LTD. (as Licensor) And BIONEXUS GENE LAB CORP. (as Licensee) Dated as of November 28, 2025
Exclusive Intellectual Property License Agreement • December 2nd, 2025 • BioNexus Gene Lab Corp • Services-medical laboratories

This Exclusive Intellectual Property License Agreement (this “Agreement”) is made and entered into as of this 28th day of November, 2025,

BIONEXUS GENE LAB CORPORATION Stock Grant Agreement
Stock Grant Agreement • October 15th, 2019 • BioNexus Gene Lab Coporation • Services-medical laboratories • Wyoming
BIONEXUS GENE LAB CORP. FORM OF NON‑QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • August 18th, 2025 • BioNexus Gene Lab Corp • Services-medical laboratories • Wyoming

This Non‑Qualified Stock Option Agreement (this “Agreement”) is made as of the Grant Date specified in Exhibit A (Grant Summary) by and between BioNexus Gene Lab Corp., a Wyoming corporation (the “Company”), and the individual identified in Exhibit A (the “Optionee”), pursuant to and in furtherance of a standalone compensatory arrangement approved by the Company’s Board of Directors (the “Board”).