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SEC Filings

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

[ * ] = 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.
 
AMMEDMENT TO DEBT AND NOTE PURCHASE AGREEMENT
 
THIS AMMEDMENT TO DEBT AND NOTE PURCHASE AGREEMENT dated June 16, 2017 (the "Debt Agreement"), by and between BioTime Inc., a California corporation, with offices at 1010 Atlantic Ave., Suite 102, Alameda, CA 94501 ("BioTime") and HBL-Hadasit Bio-Holdings Ltd., an Israeli corporation, having its place of business at Jerusale Bio-Park, 5th Floor Hadassah Ein-Kerem Campus, Jerusalem 91120, Israel ("HBL"), is made and entered into as of June 29, 2017 (the "Effective Date"), by and among BioTime and HBL (the "Parties"), in accordance with the terms of the Debt Agreement (this "Amendment"). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Debt Agreement, and this Amendment constitutes an integral part thereof.
 
WHEREAS, the Parties desire to amend the Debt Agreement as further set forth herein, to alter and increase the sum of remitted loans by HBL to Cell Cure Neurosciences Ltd. ("Cell Cure"), which amendment requires the written consent of the Parties, pursuant to Section 8.1 of the Debt Agreement;
 
NOW THEREFORE, in consideration of the premises and the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows, as of the Effective Date:
 
 
A.
Cell Cure Debt: The aggregate principal amount of US$[ * ] set forth in the preamble of the Debt Agreement, shall be increased to US$[ * ].
 
 
B.
Exhibit A of the Debt Agreement shall be replaced in its entirely with the Exhibit A attached hereto.
 
 
C.
Except as contemplated by this Amendment, all of the terms and conditions of the Debt Agreement shall remain in full force and effect.
 
MISCELLANEOUS. This Amendment shall be governed by and construed according to the laws of the State of Israel, without regard to the conflict of law provisions thereof. Any proceeding regarding a dispute arising under or in relation to this Amendment will be resolved exclusively in the competent courts of (i) Tel Aviv-Jaffa if such proceeding is initiated by BioTime, and (ii) in the city of New York, New York, if such proceeding is initiated by HBL, and the Cell Cure irrevocably submits to the sole and exclusive jurisdiction of such courts. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

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