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SEC Filings

10-Q
BIOTIME INC filed this Form 10-Q on 08/09/2017
Entire Document
 

2.2.4.7.
BioTime shall have provided HBL evidence satisfactory to HBL, that Cell Cure’s Convertible Loans have been converted into non-convertible loans and that the Cell Cure’s Loan Documents have been amended accordingly, all in accordance with Section 1.8 above.
 
2.2.4.8.
The Registration Statement (as defined below) for the Traded Stock filed in accordance with Section 7.1, being declared effective by the Securities and Exchange Commission (the “SEC”).
 
2.3.
Cell Cure Organizational Documents.
 
2.3.1.
Following the Closing, BioTime shall ensure that (i) Cell Cure’s shareholders adopt the amendment to Cell Cure’s Articles or a new set of articles, in the form attached hereto as Exhibit E (the " Cell Cure's Amended Articles"), providing, inter alia, that the issuance of the Debt Warrant, Investment Warrants and any shares issuable upon exercise thereof and the transfer of shares by BioTime to HBL under the BioTime Call Option(s), shall not be subject to any pre-emptive rights or rights of first refusal of Cell Cure's shareholders, as applicable; and (ii) the Shareholders Agreement is terminated. tBioTime shall provide HBL evidence satisfactory to HBL, that the obligations under this Section 2.3.1 have been performed, within ninety (90) days following the Closing date.
 
 
 
2.3.2.
BioTime shall ensure that item (v) in the definition of New Securities, as it pertains to HBL as well as Articles 20.7 and 58 of Cell Cure's Amended Articles as set forth in Section 2.3.1 above and the amendment to Cell Cure's Loan Documents, as contemplated by Section 2.3.1 and 2.2.4.7 respectively, shall remain in full force and effect until the later of (i) the end of the Qualifying Period, and (ii) the expiration and\or exercise of the Debt Warrant and\or the Investment Warrant(s) held by HBL, if any.

3.
Representations and Warranties of BioTime. BioTime hereby makes the following representations and warranties to HBL:
 
3.1.
BioTime has the requisite power and authority to enter into this Agreement and to consummate the transactions contemplated hereby and otherwise to carry out its obligations hereunder.  This Agreement, and any ancillary document hereto, when executed and delivered by BioTime, shall be duly and validly authorized, executed and delivered by BioTime and constitute the valid and legally binding obligations of BioTime, legally enforceable against it in accordance with its terms, subject, however, to applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditor’s rights and to general equitable principles.
 
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
 
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