EX-10.3 5 ea186598ex10-3_scisparc.htm FORM OF CONFESSION OF JUDGMENT

Exhibit 10.3

 

Exhibit E – CONFESSION OF JUDGMENT

 

STATE OF MINNESOTA,  
   
————————————————————X  
GENERATING ALPHA LTD., Index No.
Plaintiff,
   

 

  AFFIDAVIT OF
CONFESSION
OF JUDGMENT
 
     
   - against -         
     
SCISPARC LTD.,    
     
Defendant.    
———————————————————— X    

 

AFFIDAVIT OF CONFESSION OF JUDGEMENT

 

Oz Adler, being duly sworn, hereby deposes and says

 

1.I am the Chief Executive Officer and Chief Financial Officer of defendant SCISPARC LTD. (“Company”). As such, I am fully familiar with all the facts and circumstances recited herein on personal knowledge. Company has its principal place of business at 20 Raul Wallenberg Street, Tower A Tel Aviv 6971916 Israel. On behalf of the Company, I hereby confess judgment in favor of Generating Alpha Ltd. (“Investor”), a corporation with an office at The Block E Building, 8th Street and Main Avenue Moorhead, Minnesota, 56560, in amount equal to the fair market value on the date of this affidavit of confession of judgment of those Ordinary Shares of the Company for which the Investor has submitted an exercise notice under either that certain Prefunded Ordinary Share Purchase Warrants (the “Warrants”) dated as of October 13, 2023, and in respect of which the Company has not issued Ordinary Shares as required pursuant to the terms of the Warrants and any other Ordinary Shares required to be issued by the Company to the Investor that have not been issued to Investor (the “Unissued Warrant Share Value”).

 

2.

I hereby authorize the federal courts and/or state courts located in the State of Minnesota to enter judgment against Company in an amount equal to the Unissued Warrant Share Value on or after the date of this affidavit of confession of judgment, and all other applicable penalties under the Securities Purchase Agreement, dated as of October 11, 2023 (the “Securities Purchase Agreement”), plus the cost of attorney’s fees that are set forth below, less the fair market value of any issuances of Ordinary Shares made to the Investor on or after the date of this affidavit of confession of judgment, upon Company’s failure for any reason to issue its Ordinary Shares to Generating Alpha Ltd. required by the Warrants.

 

 

 

 

3.In order to secure these obligations, Company agreed to simultaneously deliver the execution of the Agreements with this Affidavit of Confession of Judgment.

 

The sums confessed pursuant to this affidavit of confession are justly due and owing to Generating Alpha Ltd. under the following circumstances: Company entered into the Securities Purchase Agreement between Company and Investor, dated as of October 11, 2023, pursuant to which Company promised to issue 3,860,216 Ordinary Shares upon exercise of the Warrants issued by the Company. The amounts confessed by this affidavit represent Ordinary Shares of owed to the Investor by the Company and arises out of Company’s breach of its obligations under the Securities Purchase Agreement and Warrants by failing to issue those Ordinary Shares to the Investor.

  

4.Company agrees to pay any and all costs and expenses incurred by Investor in enforcing the terms of this affidavit of confession of judgment, including reasonable attorney’s fees and expenses that Investor incurs or is billed in connection with enforcing the terms of the affidavit of confession of judgment, entering any Judgment, collecting upon said Judgment, and defending or prosecuting any appeals.

 

SCISPARC LTD.  
       
By:    
  Name: Oz Adler  
  Title: Chief Executive Officer and
Chief Financial Officer
 

 

 

Signature Page to Affidavit of Confession of Judgment

 

To be confirmed via notary public or docusign