COMMON STOCK PURCHASE WARRANT BIOAFFINITY TECHNOLOGIES, INC.bioAffinity Technologies, Inc. • March 8th, 2024 • Services-commercial physical & biological research • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Stockholder Approval Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on a date that is five years after the Shareholder Approval Date(the “Termination Date”) but not thereafter, to subscribe for and purchase from bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 8th, 2024 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of March 6, 2024, by and between BIOAFFINITY TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PLACEMENT AGENT WARRANT BIOAFFINITY TECHNOLOGIES, INC.bioAffinity Technologies, Inc. • March 8th, 2024 • Services-commercial physical & biological research • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after September 8, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 8, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 8th, 2024 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
Subject to the terms and conditions herein (this “Agreement”), bioAffinity Technologies Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $2,500,000 of registered and unregistered securities of the Company, including, but not limited to, an aggregate of 1,600,000 shares of the Company’s common stock (the “Shares”) par value $0.007 per share (the “Common Stock”), and unregistered common stock purchase warrants to purchase up to an aggregate of 1,600,000 shares of Common Stock (the “Warrants” and the Common Stock underlying the Warrants, the “Warrant Shares”, and the Shares, the Warrants and the Warrant Shares, the “Securities”) directly to various investors (each, an “Investor” and, collectively, the “Investors”) through WallachBeth Capital, LLC as placement agent (the “Placement Agent”). The documents executed and delivered by the Company and the Investors in connection with the Offering (as defined below), including, without limitation, a securi
SUPPORT AGREEMENTSupport Agreement • March 8th, 2024 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research
This SUPPORT AGREEMENT (this “Agreement”) is made as of March 8, 2024, by and between bioAffinity Technologies, Inc., a Delaware corporation (the “Company”) and the Person set forth on Schedule A hereto (the “Stockholder”).
