Common use of Delivery of Units Clause in Contracts

Delivery of Units. (a) To acquire Units under this Additional Investment Right, the Holder shall not be required to physically surrender this Additional Investment Right unless the aggregate Units then represented by this Additional Investment Right is being exercised. Upon delivery of a written notice, in the form of the Exercise Notice attached hereto (the "Exercise Notice") to the Company (together with the Additional Investment Right Exercise Log attached thereto (the "Additional Investment Right Exercise Log")) at its address for notice set forth herein and upon payment of an amount equal to the Exercise Price multiplied by the number of Units that the Holder intends to purchase hereunder, the Company shall promptly (but in no event later than three Trading Days after the Date of Exercise) issue and deliver to the Holder, (1) a certificate representing the number of Exercise Shares to which such exercise pertains (the dollar amount of the exercise at issue divided by the Exercise Price), which, unless otherwise required by the Purchase Agreement, shall be free of restrictive legends, and (2) Exercise Warrants in such number as would give the Holder the right to acquire a number of Warrant Shares equal to twenty-five (25%) of the number of Exercise Shares issuable in respect of such Exercise Notice in accordance with clause (1) of this sentence. The Company shall, upon request of the Holder and subsequent to the date on which a registration statement covering the resale of the Exercise Shares has been declared effective by the Securities and Exchange Commission, use commercially reasonable efforts to deliver the Exercise Shares hereunder electronically through the Depository Trust Corporation or another established clearing corporation performing similar functions, if available, provided, that, the Company may, but will not be required to change its transfer agent if its current transfer agent cannot deliver Exercise Shares electronically through the Depository Trust Corporation. A "Date of Exercise" means the date on which the Holder shall have delivered to Company: (i) the Exercise Notice (with the Additional Investment Right Exercise Log attached to it), appropriately completed and duly signed and (ii) the Exercise Price for the number of Units so indicated by the Holder to be purchased.

Delivery of Units. (a) To acquire Units under this Additional Investment RightWarrant, the Holder shall not be required to physically surrender this Additional Investment Right Warrant unless the aggregate Units then represented by this Additional Investment Right Warrant is being exercised. Upon delivery of a written notice, in the form of the Exercise Notice attached hereto (the "Exercise Notice") to the Company (together with the Additional Investment Right Exercise Log attached thereto (the "Additional Investment Right Warrant Exercise Log")) at its address for notice set forth herein and upon payment of an amount equal to the Exercise Price multiplied by the number of Units that the Holder intends to purchase hereunder, the Company shall promptly (but in no event later than three Trading Days after the Date of Exercise) issue and deliver to the Holder, (1) a certificate representing shares of Common Stock equal in number to the number of Exercise Shares Units to which such exercise pertains (the dollar amount of the exercise at issue divided by the Exercise Price) ("Exercise Shares"), which, unless otherwise required by the Purchase Agreement, shall be free of restrictive legends, and (2) Exercise Warrants in such number as would give the Holder the right to acquire a number of Warrant Shares equal to twenty-five (25%) 50% of the number of Exercise Shares issuable in respect of such Exercise Notice in accordance with clause (1) of this sentencesentence at an exercise price equal to 120% of the Exercise Price. The Company shall, upon request of the Holder and subsequent to the date on which a registration statement covering the resale of the Exercise Shares has been declared effective by the Securities and Exchange Commission, use commercially reasonable its best efforts to deliver the Exercise Shares hereunder electronically through the Depository Trust Corporation or another established clearing corporation performing similar functions, if available, provided, that, the Company may, but will not be required to change its transfer agent if its current transfer agent cannot deliver Exercise Shares electronically through the Depository Trust Corporation. A "Date of Exercise" means the date on which the Holder shall have delivered to Company: (i) the Exercise Notice (with the Additional Investment Right Warrant Exercise Log attached to it), appropriately completed and duly signed and (ii) the Exercise Price for the number of Units so indicated by the Holder to be purchased. (b) If by the third Trading Day after a Date of Exercise the Company fails to deliver the required number of Units in the manner required pursuant to Section 5(a), then the Holder will have the right to rescind such exercise. (c) If by the third Trading Day after a Date of Exercise the Company fails to deliver the required number of Units in the manner required pursuant to Section 5(a), and if after such third Trading Day and prior to the receipt of such Units, the Holder purchases (in an open market transaction or otherwise) shares of Common Stock to deliver in satisfaction of a sale by the Holder of the Exercise Shares which the Holder anticipated receiving upon such exercise (a "Buy-In"), then the Company shall (1) pay in cash to the Holder the amount by which (x) the Holder's total purchase price (including brokerage commissions, if any) for the shares of Common Stock so purchased exceeds (y) the amount obtained by multiplying (A) the number of Exercise Shares that the Company was required to deliver to the Holder in connection with the exercise at issue by (B) the closing bid price of the Common Stock at the time of the obligation giving rise to such purchase obligation and (2) at the option of the Holder, either reinstate the portion of the Warrant and equivalent number of Units for which such exercise was not honored or deliver to the Holder the number of shares of Common Stock and the Exercise Warrants that would have been issued had the Company timely complied with its exercise and delivery obligations hereunder. The Holder shall provide the Company written notice indicating the amounts payable to the Holder in respect of the Buy-In. (d) The Company's obligations to issue and deliver Units in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder in connection with the issuance of Units. Nothing herein shall limit a Holder's right to pursue any other remedies available to it hereunder, at law or in equity including, without limitation, a decree of specific performance and/or injunctive relief with respect to the Company's failure to timely deliver certificates representing Exercise Shares upon exercise of the Warrant as required pursuant to the terms hereof.

Delivery of Units. The Company shall deliver to the holder __________ Units in accordance with the terms of the Unit Purchase Option and, after delivery of such Units, _____________ Units remain subject to the Unit Purchase Option. Date: _______________ __, ______ Name of Registered Holder By: Name: Title: FOR VALUE RECEIVED, the foregoing Unit Purchase Option and all rights evidenced thereby are hereby assigned to (aPlease Print) To acquire Units Address: (Please Print) Dated: _______________ __, ______ Holder’s Signature:_________________________ Holder’s Address: _________________________ NOTE: The signature to this Assignment Form must correspond with the name as it appears on the face of the Unit Purchase Option, without alteration or enlargement or any change whatever. Officers of corporations and those acting in a fiduciary or other representative capacity should file proper evidence of authority to assign the foregoing Unit Purchase Option. Warrant Shares: _______ Initial Exercise Date: January __, 2022 Issue Date: January __, 2022 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 January __, 2022 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January __, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Jupiter Neurosciences, 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 Additional Investment RightWarrant shall be equal to the Exercise Price, the Holder as defined in Section 2(b). This Warrant shall not initially be required to physically surrender this Additional Investment Right unless the aggregate Units then represented by this Additional Investment Right is being exercised. Upon delivery of a written notice, issued and maintained in the form of the Exercise Notice attached hereto (the "Exercise Notice") to the Company (together with the Additional Investment Right Exercise Log attached thereto (the "Additional Investment Right Exercise Log")) at its address for notice set forth herein a security held in book-entry form and upon payment of an amount equal to the Exercise Price multiplied by the number of Units that the Holder intends to purchase hereunder, the Company shall promptly (but in no event later than three Trading Days after the Date of Exercise) issue and deliver to the Holder, (1) a certificate representing the number of Exercise Shares to which such exercise pertains (the dollar amount of the exercise at issue divided by the Exercise Price), which, unless otherwise required by the Purchase Agreement, shall be free of restrictive legends, and (2) Exercise Warrants in such number as would give the Holder the right to acquire a number of Warrant Shares equal to twenty-five (25%) of the number of Exercise Shares issuable in respect of such Exercise Notice in accordance with clause (1) of this sentence. The Company shall, upon request of the Holder and subsequent to the date on which a registration statement covering the resale of the Exercise Shares has been declared effective by the Securities and Exchange Commission, use commercially reasonable efforts to deliver the Exercise Shares hereunder electronically through the Depository Trust Corporation Company or another established clearing corporation performing similar functionsits nominee (“DTC”) shall initially be the sole registered holder of this Warrant, if availablesubject to a Holder’s right to elect to receive a Warrant in certificated form pursuant to the terms of the Warrant Agent Agreement, provided, that, the Company may, but will in which case this sentence shall not be required to change its transfer agent if its current transfer agent cannot deliver Exercise Shares electronically through the Depository Trust Corporation. A "Date of Exercise" means the date on which the Holder shall have delivered to Company: (i) the Exercise Notice (with the Additional Investment Right Exercise Log attached to it), appropriately completed and duly signed and (ii) the Exercise Price for the number of Units so indicated by the Holder to be purchasedapply.

Delivery of Units. (a) To acquire Units under this Additional Investment Right, the Holder shall not be required to physically surrender this Additional Investment Right unless the aggregate Units then represented by this Additional Investment Right is being exercisedexercised for all remaining Units the Holder is entitled to purchase upon exercise of this Additional Investment Right. Upon delivery of a written notice, in the form of the Exercise Notice attached hereto (the "Exercise Notice") to the Company (together with the Additional Investment Right Exercise Log attached thereto (the "Additional Investment Right Exercise Log")) at its address for notice set forth herein and upon payment of an amount equal to the Exercise Price multiplied by the number of Units that the Holder intends to purchase hereunder, the Company shall promptly (but in no event later than three Trading Days after the Date of Exercise) issue and deliver to the Holder, (1) a certificate representing the number of Exercise Shares to which such exercise pertains (the dollar amount of the exercise at issue divided by the Exercise Price), which, unless otherwise required by the Purchase Agreement, shall be free of restrictive legends, and (2) Exercise Warrants in such number as would give the Holder the right to acquire a number of Warrant Shares equal to twenty-five (25%) of the number of Exercise Shares issuable in respect of such Exercise Notice in accordance with clause (1) of this sentence. The Company shall, upon request of the Holder and subsequent to the date on which a registration statement covering the resale of the Exercise Shares has been declared effective by the Securities and Exchange Commission, use commercially reasonable efforts to deliver the Exercise Shares hereunder electronically through the The Depository Trust Corporation Company or another established clearing corporation performing similar functions, if available, provided, that, the Company may, but will not be required to change its transfer agent if its current transfer agent cannot deliver Exercise Shares electronically through the The Depository Trust CorporationCompany. A "Date of Exercise" means the date on which the Holder shall have delivered to Company: (i) the Exercise Notice (with the Additional Investment Right Exercise Log attached to it), appropriately completed and duly signed and (ii) the Exercise Price for the number of Units so indicated by the Holder to be purchased.

Delivery of Units. (a) To acquire Units under this Additional Investment RightWithin 30 days following the vesting of the PLUs, the Holder shall not be required Participant will receive the number of Common Units that correspond to physically surrender this Additional Investment Right unless the aggregate Units then represented by this Additional Investment Right is being exercisednumber of PLUs that have become vested on the applicable vesting date. Upon delivery of a written noticeWithout limiting the foregoing, in lieu of delivering only Common Units, the form of the Exercise Notice attached hereto (the "Exercise Notice") Committee may, in its sole discretion, settle in whole or in part any vested PLUs by payment to the Company Participant in (together with the Additional Investment Right Exercise Log attached thereto i) shares of Common Stock or (the "Additional Investment Right Exercise Log")ii) at its address for notice set forth herein and upon payment of cash, in each case, in an amount equal to the Exercise Price multiplied by the number of Units that the Holder intends to purchase hereunder, the Company shall promptly (but in no event later than three Trading Days after the Date of Exercise) issue and deliver to the Holder, (1) a certificate representing the number of Exercise Shares to which such exercise pertains (the dollar amount of the exercise at issue divided by the Exercise Price), which, unless otherwise required by the Purchase Agreement, shall be free of restrictive legends, and (2) Exercise Warrants in such number as would give the Holder the right to acquire a number of Warrant Shares equal to twenty-five (25%) Fair Market Value of the number of Exercise Shares issuable in respect Common Units that correspond to the number of PLUs that have become vested on the applicable vesting date. (b) In connection with the issuance of the Common Units, the Participant represents and warrants to the Company that the Participant understands that the Common Units have not been registered under the Securities Act, and the Common Units cannot be transferred by the Participant unless such Exercise Notice in accordance with clause (1) of this sentencetransfer is registered under the Securities Act or an exemption from such registration is available. The Company shallhas made no agreements, upon request covenants or undertakings whatsoever to register the transfer of the Holder and subsequent Common Units under the Securities Act. The Company has made no representations, warranties, or covenants whatsoever as to whether any exemption from the date on which a registration statement covering the resale Securities Act, including, without limitation, any exemption for limited sales in routine brokers’ transactions pursuant to Rule 144 of the Exercise Shares has been declared effective by the Securities and Exchange CommissionAct, use commercially reasonable efforts to deliver the Exercise Shares hereunder electronically through the Depository Trust Corporation or another established clearing corporation performing similar functionswill be available. If an exemption under Rule 144 is available at all, if available, provided, that, the Company may, but it will not be required available until at least six months from issuance of the Common Units and then not unless the terms and conditions of Rule 144 have been satisfied. Notwithstanding the foregoing, the Manager may, in its sole discretion, permit the Common Units to change be transferred; provided that, such transfer will only be valid upon execution of a written instrument in form and substance acceptable to the Manager in its sole discretion evidencing such transfer agent if its current transfer agent cannot deliver Exercise Shares electronically through and the Depository Trust Corporation. A "Date of Exercise" means the date on which the Holder shall have delivered to Company: (i) the Exercise Notice (with the Additional Investment Right Exercise Log attached to it), appropriately completed and duly transferee’s acceptance thereof signed and (ii) the Exercise Price for the number of Units so indicated by the Holder Participant and the transferee. (c) Except as otherwise provided herein, the Participant will have no rights as a stockholder with respect to be purchasedany Common Units or shares of Common Stock covered by any PLU unless and until the Participant has become the holder of record of such units or shares.