Exhibit 1.2 Form SB-2 Ogden Golf Co. Corporation ESCROW AGREEMENT This ESCROW AGREEMENT ("Agreement"), made and entered into as of __________, 2002, by and among ACAP FINANCIAL, INC., a Utah corporation (the "Underwriter"), Ogden Golf Co. Corporation,...Escrow Agreement • May 8th, 2003 • Ogden Golf Co Corp • Utah
COMMON STOCK PURCHASE WARRANT BIO-PATH HOLDINGS, INC.Common Stock Purchase Warrant • January 23rd, 2024 • Bio-Path Holdings Inc • Pharmaceutical preparations • 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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [ ], 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s right to elect to
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 5th, 2024 • Bio-Path Holdings, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 3, 2024, between Bio-Path Holdings, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 11th, 2024 • Bio-Path Holdings, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 8, 2024, by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SERIES B COMMON STOCK PURCHASE WARRANT bio-path holdings, inc.Security Agreement • June 5th, 2024 • Bio-Path Holdings, Inc. • Pharmaceutical preparations
THIS SERIES B 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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June 5, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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 • October 11th, 2024 • Bio-Path Holdings, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 8, 2024, between Bio-Path Holdings, 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”).
Bio-Path Holdings, Inc. 8,592,308 Shares of Common Stock (par value $0.001 per share) Underwriting AgreementUnderwriting Agreement • January 16th, 2019 • Bio-Path Holdings Inc • Pharmaceutical preparations • New York
Bio-Path Holdings, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 8,592,308 shares of its common stock, par value $0.001 per share (the “Shares”). The 8,592,308 Shares to be sold by the Company are called the “Offered Shares.” H.C. Wainwright & Co., LLC (“Wainwright”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or the plural, as the context requires.
SERIES B COMMON STOCK PURCHASE WARRANT BIO-PATH HOLDINGS, INC.Warrant Agreement • October 11th, 2024 • Bio-Path Holdings, Inc. • Pharmaceutical preparations
THIS SERIES B 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 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 the date that is the twenty-four (24) months anniversary of the Initial Exercise Date, provided that, if such date is not a Trading Day, the date that is the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
Bio-Path Holdings, Inc. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • June 25th, 2015 • Bio-Path Holdings Inc • Retail-miscellaneous shopping goods stores • New York
Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
Exhibit 1.1 Form SB-2 Ogden Golf Co. Corporation OGDEN GOLF CO. CORPORATION 1782 Washington Boulevard Ogden, UT 84404 UNDERWRITING AGREEMENT March __, 2003 ACAP Financial, Inc. 47 West 200 South, Suite 101 Salt Lake City, Utah 84101 Gentlemen: Ogden...Underwriting Agreement • May 8th, 2003 • Ogden Golf Co Corp • Utah
Exhibit 10.2 Form SB-2 Ogden Golf Co. Corporation BUSINESS LOAN AGREEMENTBusiness Loan Agreement • August 6th, 2003 • Ogden Golf Co Corp • Sporting & athletic goods, nec • Utah
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Bio-Path Holdings, Inc.Pre-Funded Common Stock Purchase Warrant • September 21st, 2018 • Bio-Path Holdings Inc • Pharmaceutical preparations
THIS PRE-FUNDED 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 of the date hereof (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 4th, 2010 • Bio-Path Holdings Inc • Retail-miscellaneous shopping goods stores • Utah
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of June 2, 2010, by and between BIO-PATH HOLDINGS, INC., a Utah corporation, (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").
COMMON STOCK PURCHASE WARRANT bio-path holdings, inc.Common Stock Purchase Warrant • March 26th, 2024 • Bio-Path Holdings Inc • Pharmaceutical preparations
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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [______________]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
Borrower: Ogden Golf Co. Corporation Lender: Barnes Banking Company (TIN: 87-0652870) South Ogden 1781 Washington Blvd. 1840 East Skyline Drive Ogden, UT 84401 South Ogden, UT 84403 ===================================================...Promissory Note • August 6th, 2003 • Ogden Golf Co Corp • Sporting & athletic goods, nec
PROMISE TO PAY. OGDEN GOLF CO. CORPORATION ("Borrower") promises to pay to BARNES BANKING COMPANY ("Lender"), or order, in lawful money of the United States of America, the principal amount of One Hundred Thirty-Nine Thousand Five Hundred Thirty-Nine & 02/l00 Dollars ($139,539.02), together with interest on the unpaid principal balance from September 20, 2000, until paid in full. The interest rate will not increase above 18.000%.
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT bio-path holdings, inc.Securities Agreement • April 19th, 2024 • Bio-Path Holdings, Inc. • Pharmaceutical preparations
THIS PLACEMENT AGENT 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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 18, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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). This Warrant is being issued pursuant to that certain Engagement Agreement by and between the Company and H.C. Wainwright & Co., LLC, dated as of March 22, 2024.
BIO-PATH HOLDINGS, INC. and EQUINITI TRUST COMPANY, LLC, as Warrant Agent Warrant Agency Agreement Dated as of [●] WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 23rd, 2024 • Bio-Path Holdings Inc • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT, dated as of [●] (“Agreement”), between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, LLC, a New York limited liability trust company (the “Warrant Agent”).
AT THE MARKET OFFERING AGREEMENT April 4, 2024At the Market Offering Agreement • April 4th, 2024 • Bio-Path Holdings Inc • Pharmaceutical preparations • New York
Bio-Path Holdings, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • January 23rd, 2024 • Bio-Path Holdings Inc • Pharmaceutical preparations • New York
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANTPlacement Agent Common Stock Purchase Warrant • November 22nd, 2019 • Bio-Path Holdings Inc • Pharmaceutical preparations
THIS PLACEMENT AGENT 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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 21, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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). This Warrants is being issued pursuant to that certain Engagement Letter, dated as of November 20, 2019, by and between the Company and H.C. Wainwright & Co., LLC.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 19th, 2024 • Bio-Path Holdings, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 18, 2024, between Bio-Path Holdings, 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”).
Exhibit 10.3 Form SB-2 Ogden Golf Co. Corporation COMMERCIAL SECURITY AGREEMENTCommercial Security Agreement • August 6th, 2003 • Ogden Golf Co Corp • Sporting & athletic goods, nec • Utah
COMMON STOCK PURCHASE WARRANT BIO-PATH HOLDINGS, INC.Common Stock Purchase Warrant • June 4th, 2010 • Bio-Path Holdings Inc • Retail-miscellaneous shopping goods stores
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Lincoln Park Capital Fund, LLC (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 June 2, 2011 (the “Initial Exercise Date”) and on or prior to the close of business on the second anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from BIO-PATH HOLDINGS, INC., a Utah corporation (the “Company”), up to 571,429 shares (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).
COMMON STOCK PURCHASE WARRANT bio-path holdings, inc.Common Stock Purchase Agreement • April 19th, 2024 • Bio-Path Holdings, Inc. • Pharmaceutical preparations
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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 19, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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 • February 17th, 2021 • Bio-Path Holdings Inc • Pharmaceutical preparations • New York
BIO-PATH HOLDINGS, INC. and EQUINITI TRUST COMPANY, LLC, as Warrant Agent Warrant Agency Agreement Dated as of August 7, 2023 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • August 7th, 2023 • Bio-Path Holdings Inc • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT, dated as of August 7, 2023 (“Agreement”), between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, LLC, a New York limited liability trust company (the “Warrant Agent”).
STRICTLY CONFIDENTIAL Bio-Path Holdings, Inc.Exclusive Agency Agreement • November 22nd, 2019 • Bio-Path Holdings Inc • Pharmaceutical preparations • New York
COMMON STOCK PURCHASE WARRANT bio-path holdings, inc.Common Stock Purchase Warrant • January 21st, 2014 • Bio-Path Holdings Inc • Retail-miscellaneous shopping goods stores
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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Utah 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).
COMMON STOCK PURCHASE WARRANT bio-path holdings, inc.Common Stock Purchase Warrant • November 6th, 2017 • Bio-Path Holdings Inc • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”), dated as of November __, 2017, 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 November __, 2017 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November __, 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, 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 • January 22nd, 2019 • Bio-Path Holdings Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 18, 2019, between Bio-Path Holdings, 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”).
PURCHASE AGREEMENTPurchase Agreement • June 4th, 2010 • Bio-Path Holdings Inc • Retail-miscellaneous shopping goods stores • Utah
PURCHASE AGREEMENT (the “Agreement”), dated as of June 2, 2010, by and between BIO-PATH HOLDINGS, INC., a Utah corporation, (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
BIO-PATH HOLDINGS, INC. 2022 STOCK INCENTIVE PLAN RESTRICTED SHARE UNIT AWARD AGREEMENTRestricted Share Unit Award Agreement • December 20th, 2022 • Bio-Path Holdings Inc • Pharmaceutical preparations • Delaware
This Restricted Share Unit Award Agreement (the “Agreement”) is made and entered into as of the award date set forth below (the “Award Date”) by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2022 Stock Incentive Plan (the “Plan”).
BIO-PATH HOLDINGS, INC. PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • April 1st, 2013 • Bio-Path Holdings Inc • Retail-miscellaneous shopping goods stores • Utah
Bio-Path Holdings, Inc., a Utah corporation (the “Company”), proposes to sell to qualified investors in a private placement an aggregate of up to $2,000,000 of Common Stock, no par value, at a price of $0.30 per share (the “Shares”). The offering of the Shares (the “Offering”) shall be on a “best efforts” basis. The Shares are further described in the Confidential Private Placement Memorandum dated on or about April 13, 2012 (the “Memorandum”) prepared for use in connection with the Offering. The business to be conducted by the Company and the Offering are each more fully described in the Memorandum. Certain terms not otherwise defined in this Placement Agent Agreement (the “Agreement”) shall have the same meanings as given to them in the Memorandum. The term Memorandum includes all appendices and exhibits attached thereto, as well as any supplements, or amendments to the Memorandum.
BIO-PATH HOLDINGS, INC. 2022 STOCK INCENTIVE PLAN RESTRICTED SHARE AWARD AGREEMENTRestricted Share Award Agreement • December 20th, 2022 • Bio-Path Holdings Inc • Pharmaceutical preparations • Delaware
This Restricted Share Award Agreement (the “Agreement”) is made and entered into as of the award date set forth below (the “Award Date”) by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company's 2022 Stock Incentive Plan (the “Plan”).
STOCK APPRECIATION RIGHT AWARD AGREEMENTStock Appreciation Right Award Agreement • December 20th, 2022 • Bio-Path Holdings Inc • Pharmaceutical preparations • Delaware
This Stock Appreciation Right Award Agreement (the “Agreement”) is made and entered into as of the award date set forth below (the “Award Date”) by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2022 Stock Incentive Plan (the “Plan”).
