VBI Vaccines Inc. Board of Directors Services AgreementBoard of Directors Services Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations • New York
This Board of Directors Services Agreement (this “Agreement”), dated July 28, 2016 (the “Effective Date”), is entered into between VBI Vaccines Inc., a corporation organized under the laws of British Columbia, Canada (the “Company”), and Steven Rubin, an individual (“Director”).
Second Amendment to Board of Directors Services AgreementBoard of Directors Services Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations
This Second Amendment to Board of Directors Services Agreement (this “Amendment”) is entered into as of the latest date set forth below, between VBI Vaccines Inc., a corporation organized under the laws of British Columbia, Canada (the “Company”), parent of VBI Vaccines (Delaware) Inc. (f/k/a Paulson Capital (Delaware) Corp. and VBI Vaccines Inc.), a Delaware corporation (“VBI DE”) following VBI DE’s merger with a wholly owned subsidiary of the Company and the Company’s subsequent name change, and Steven Gillis, an individual (“Director”). All capitalized terms not otherwise defined herein shall have the meaning set forth for such term in the Agreement (as hereinafter defined).
VBI VACCINES INC. INCENTIVE STOCK OPTION AGREEMENT UNDER THE INCENTIVE PLANIncentive Stock Option Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations • British Columbia
This INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”) is made between VBI VACCINES INC. (the “Company”), a British Columbia corporation, and [NAME] (the “Optionee”), pursuant to the Company’s Incentive Plan, as amended from time to time (the “Plan”). Capitalized terms used in this Agreement but not otherwise defined herein shall have the meanings ascribed to such terms in the Plan.
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations • Massachusetts
This Separation and Release Agreement (this “Agreement”) is made and entered into as of December 22, 2016 (the “Contract Date”), by and between Curt Lockshin (“Employee” or “You”), on the one hand, and VBI Vaccines Inc., a corporation organized under the laws of British Columbia, Canada; VBI Vaccines (DE) Inc., a Delaware corporation; SciVac Ltd, an entity incorporated pursuant to the laws of Israel; and SciVac USA, LLC, a Florida limited liability company (all collectively, the “Company” or “Employer”), on the other hand. Employee and the Company are sometimes each referred to herein as a “Party” and both collectively, as the “Parties”. Terms used herein but not otherwise defined shall have the meanings ascribed thereto in the Letter Agreement (as defined below).
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations • Massachusetts
This Separation and Release Agreement (this “Agreement”) is made and entered into as of September 1, 2016 (the “Contract Date”), by and between Jim Martin (“Employee” or “You”), on the one hand, and VBI Vaccines Inc., a corporation organized under the laws of British Columbia, Canada; VBI Vaccines (DE) Inc., a Delaware corporation; Variation Biotechnologies (US), Inc., a Delaware corporation; Variation Biotechnologies Inc., a corporation organized under the laws of Ontario, Canada; SciVac, Ltd., an entity incorporated pursuant to the laws of Israel; and SciVac USA, LLC, a Florida limited liability company (all collectively, the “Company” or “Employer”), on the other hand. Employee and the Company are sometimes each referred to herein as a “Party” and both collectively, as the “Parties”. Terms used herein but not otherwise defined shall have the meanings ascribed thereto in the Letter Agreement (as defined below).
Second Amendment to Board of Directors Services AgreementBoard of Directors Services Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations
This Second Amendment to Board of Directors Services Agreement (this “Amendment”) is entered into as of the latest date set forth below, between VBI Vaccines Inc., a corporation organized under the laws of British Columbia, Canada (the “Company”), parent of VBI Vaccines (Delaware) Inc. (f/k/a Paulson Capital (Delaware) Corp. and VBI Vaccines Inc.), a Delaware corporation (“VBI DE”) following VBI DE’s merger with a wholly owned subsidiary of the Company and the Company’s subsequent name change, and Michel De Wilde, an individual (“Director”). All capitalized terms not otherwise defined herein shall have the meaning set forth for such term in the Agreement (as hereinafter defined).
First Amendment to Board of Directors Services AgreementBoard of Directors Services Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations
This First Amendment to Board of Directors Services Agreement (this “Amendment”) is entered into as of the latest date set forth below, between VBI Vaccines Inc., a corporation organized under the laws of British Columbia, Canada (the “Company”), parent of VBI Vaccines (Delaware) Inc. (f/k/a Paulson Capital (Delaware) Corp. and VBI Vaccines Inc.), a Delaware corporation (“VBI DE”) following VBI DE’s merger with a wholly owned subsidiary of the Company and the Company’s subsequent name change, and Scott Requadt, an individual (“Director”). All capitalized terms not otherwise defined herein shall have the meaning set forth for such term in the Agreement (as hereinafter defined).
First Amendment to Board of Directors Services AgreementBoard of Directors Services Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations
This First Amendment to Board of Directors Services Agreement (this “Amendment”) is entered into as of the latest date set forth below, between VBI Vaccines Inc., a corporation organized under the laws of British Columbia, Canada (the “Company”), parent of VBI Vaccines (Delaware) Inc. (f/k/a Paulson Capital (Delaware) Corp. and VBI Vaccines Inc.), a Delaware corporation (“VBI DE”) following VBI DE’s merger with a wholly owned subsidiary of the Company and the Company’s subsequent name change, and Jeff R. Baxter, an individual (“Director”). All capitalized terms not otherwise defined herein shall have the meaning set forth for such term in the Agreement (as hereinafter defined).
CONSULTING AGREEMENTConsulting Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations • Ontario
This Consulting Agreement (the “Agreement”), dated as of this 1st day of July, 2016 (the “Effective Date”), is by and between F. Diaz-Mitoma Medicine Professional Corporation (Ontario corporation number 002356634) having an address ********* (“Consultant”), and Variation Biotechnologies Inc., a Canadian incorporated company (the “Company” or “VBI”) having an address of 310 Hunt Club Road East, Ottawa, Ontario K1V 1C1.
WAIVER AGREEMENTWaiver Agreement • March 20th, 2017 • VBI Vaccines Inc/Bc • Pharmaceutical preparations • New York
THIS WAIVER AGREEMENT (this “Agreement”), dated as of March 14, 2017, is entered into by and among VARIATION BIOTECHNOLOGIES (US), INC., a Delaware corporation (the “Borrower”); the Guarantors identified under the caption “GUARANTORS” on the signature pages hereto, and Perceptive Credit Holdings, LP, a Delaware limited partnership (the “Lender”). Terms used herein without definition shall have the meanings ascribed to them in the Credit Agreement defined below.
