SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 6th, 2017 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 5, 2017, between Ohr Pharmaceutical, 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”).
AMONGMerger Agreement • April 5th, 2007 • BBM Holdings, Inc. • Communications equipment, nec • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 30th, 2023 • NeuBase Therapeutics, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 28, 2023, by and between NeuBase Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER AMONG BROADBAND MARITIME INC., PRIME RESOURCE, INC. AND PRIME ACQUISITION, INC.Agreement and Plan of Merger • April 5th, 2007 • BBM Holdings, Inc. • Communications equipment, nec • Delaware
PRE-FUNDED COMMON STOCK PURCHASE WARRANT NeuBase Therapeutics, Inc.Security Agreement • June 30th, 2023 • NeuBase Therapeutics, 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 or after the date set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from NeuBase Therapeutics, 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).
NeuBase Therapeutics, Inc. 8,000,000 Shares Common Stock ($0.0001 par value per share) UNDERWRITING AGREEMENTUnderwriting Agreement • April 22nd, 2021 • NeuBase Therapeutics, Inc. • Pharmaceutical preparations • New York
AGENCY AGREEMENT TABLE OF CONTENTSAgency Agreement • October 15th, 2002 • Prime Resource Inc • Insurance agents, brokers & service • Utah
NEUBASE THERAPEUTICS, INC., IssuerIndenture • April 1st, 2021 • NeuBase Therapeutics, Inc. • Pharmaceutical preparations • New York
INDENTURE, dated as of , 20 , by and between NeuBase Therapeutics, Inc., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):
PRE-FUNDED COMMON STOCK PURCHASE WARRANT NEUBASE THERAPEUTICS, INC.Pre-Funded Common Stock Purchase Warrant • June 30th, 2023 • NeuBase Therapeutics, 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 or after the date set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from NEUBASE THERAPEUTICS, 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).
SERIES A COMMON STOCK PURCHASE WARRANT ohr pharmaceutical, inc.Common Stock Purchase Warrant • December 8th, 2016 • Ohr Pharmaceutical 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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Ohr Pharmaceutical, 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).
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • August 27th, 2021 • NeuBase Therapeutics, Inc. • Pharmaceutical preparations • New York
NeuBase Therapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common stock, par value $0.0001 per share (the “Common Shares”), having an aggregate offering price of up to $50,000,000 on the terms set forth in this agreement (this “Agreement”).
SERIES A-1 COMMON STOCK PURCHASE WARRANT NEUBASE THERAPEUTICS, INC.Security Agreement • October 18th, 2023 • NeuBase Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS SERIES A-1 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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 Closing (as defined below) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 2, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from NeuBase Therapeutics, Inc., a Delaware corporation (the “Company” as further defined below), 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 issued pursuant to that certain Exchange Agreement, dated as of October 17, 2023, by and between the Company and Holder (as may be amend
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 30th, 2023 • NeuBase Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 28, 2023, between NeuBase Therapeutics, 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 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT is made this 29th day of November, 1999 by and between ePCX.com, Inc. d/b/a Broadband Maritime, a New Hampshire business corporation with its principal offices located at 690 East 18th...Employment Agreement • April 5th, 2007 • BBM Holdings, Inc. • Communications equipment, nec • New York
PLACEMENT AGENCY AGREEMENT April 8, 2014Placement Agency Agreement • April 8th, 2014 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • New York
COMMON STOCK PURCHASE WARRANT ohr pharmaceutical, inc.Common Stock Purchase Warrant • April 6th, 2017 • Ohr Pharmaceutical 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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Ohr Pharmaceutical, 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).
NEUBASE THERAPEUTICS, INC.Stock Option Agreement • August 16th, 2019 • NeuBase Therapeutics, Inc. • Pharmaceutical preparations • Delaware
Unless otherwise defined herein, the terms defined in the 2018 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).
Employment Agreement This Employment Agreement (the "Agreement") is made by Prime Resource, Inc., ("the Company"), and Terry Deru, ("the Employee" or "Deru"). Deru and Prime Resource, Inc., will be referred to individually as a Party and collectively...Employment Agreement • May 16th, 2002 • Prime Resource Inc • Utah
Employment Agreement This Employment Agreement (the "Agreement") is made by Prime Resource, Inc., ("the Company"), and Andrew Limpert, ("the Employee" or "Limpert"). Limpert and Prime Resource, Inc., will be referred to individually as a Party and...Employment Agreement • May 16th, 2002 • Prime Resource Inc • Utah
OHR PHARMACEUTICAL, INC. 20,250,032 Shares of Common Stock And 14,175,059 Warrants to Purchase One Share of Common Stock PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • April 6th, 2017 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • New York
Ohr Pharmaceutical, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the purchasers (the “Offering”), pursuant to the terms and conditions of this Placement Agent Agreement (this “Agreement”) and the Securities Purchase Agreements in the form of Exhibit A attached hereto (the “Subscription Agreements”), entered into with the purchasers identified therein (each a “Purchaser” and collectively, the “Purchasers”) an aggregate of 20,250,032 shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company and 14,175,059 warrants (the “Warrants”), each Warrant entitles the holder to purchase one share of Common Stock at an exercise price of $1.00 per share at any time prior to the expiration thereof the five year anniversary of issuance (the “Warrant Shares”). The Shares, the Warrants and the Warrant Shares are collectively referred to as the “Securities”. The Purchasers shall receive .7 of a Warrant for each Share purchased an
3,703,704 Shares OHR PHARMACEUTICAL, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 6th, 2015 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • New York
The Company represents and warrants to the several Underwriters, as of the date hereof and as of the Closing Date (as defined below), and agrees with the several Underwriters, that:
PRODUCER: ALTIUS: --------- -------Producer Agreement • January 30th, 2003 • Prime Resource Inc • Insurance agents, brokers & service
PURCHASE AGREEMENTPurchase Agreement • December 29th, 2022 • NeuBase Therapeutics, Inc. • Pharmaceutical preparations • Delaware
PURCHASE AGREEMENT (the “Agreement”), dated as of December 28, 2022, by and between NEUBASE THERAPEUTICS, INC., a Delaware corporation (the “Company”), and ALUMNI CAPITAL LP, a Delaware limited partnership (the “Investor”).
Ohr Pharmaceutical, Inc. - 8-KExclusive Agency Agreement • December 8th, 2016 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • New York
EMPLOYMENT AGREEMENTEmployment Agreement • January 10th, 2014 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • New York
This Employment Agreement is made and entered into effective as of January 8, 2014 (the “Effective Date”), by and between Ohr Pharmaceutical, Inc., a Delaware Corporation with a place of business at 489 5th avenue, 28th floor, New York, NY 10017 (the “Company”) and Irach B. Taraporewala of White Plains, NY (the “Employee”).
Void after _______, 2015 Warrant No. H-______Warrant Agreement • January 13th, 2011 • Ohr Pharmaceutical Inc • Communications equipment, nec
This Warrant and any shares acquired upon the exercise of this Warrant have not been registered under the Securities Act of 1933. This Warrant and such shares may not be sold or transferred in the absence of such registration or an exemption therefrom under said Act. This Warrant and such shares may not be transferred except upon the conditions specified in this Warrant, and no transfer of this Warrant or such shares shall be valid or effective unless and until such conditions shall have been complied with.
BBM HOLDINGS, INC. AND COTTONWOOD STOCK TRANSFER WARRANT AGREEMENT Dated as of October 15, 2007Warrant Agreement • October 17th, 2007 • BBM Holdings, Inc. • Communications equipment, nec • New York
AGREEMENT, dated this 15th day of October, 2007, between BBM HOLDINGS, INC., a Utah corporation (the “Company”), and COTTONWOOD STOCK TRANSFER, as Warrant Agent (the “Warrant Agent”).
AGENT MARKETING AGREEMENT BETWEEN UNITED HEALTHCARE OF UTAH, UNITED HEALTH AND LIFE INSURANCE COMPANY ANDAgent Marketing Agreement • January 30th, 2003 • Prime Resource Inc • Insurance agents, brokers & service
OHR PHARMACEUTICAL, INC. UNIT SUBSCRIPTION AGREEMENT COMMON STOCK AND WARRANTSUnit Subscription Agreement • December 20th, 2011 • Ohr Pharmaceutical Inc • Communications equipment, nec • New York
UNIT SUBSCRIPTION AGREEMENT (the “Agreement”) dated as of December __, 2011 between Ohr Pharmaceutical, Inc., a Delaware corporation (the “Company”), and the persons who execute this agreement as investors (each an “Investor” and, collectively, the “Investors”).
PROPRIETARY INFORMATION AND INVENTIONS AGREEMENTProprietary Information and Inventions Agreement • December 14th, 2015 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • New York
The following Agreement confirms certain terms of my employment with Ohr Pharmaceutical, Inc. (hereafter referred to as “the Company”), which is a material part of the consideration for my employment by the Company and the compensation received by me from the Company from time to time. The headings contained in this Agreement are for convenience only, have no legal significance, and are not intended to change or limit this Agreement in any matter whatsoever.
NEUBASE THERAPEUTICS, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 12th, 2019 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • Delaware
This Registration Rights Agreement (this “Agreement”) is made as of July 12, 2019, by and among NeuBase Therapeutics, Inc., a Delaware corporation (the “Company”), and the purchasers identified on Schedule A hereto (each, a “Purchaser” and collectively, the “Purchasers”) and such other Persons, if any, from time to time, that become a party hereto as holders of Registrable Securities (as defined below).
Regence Life and Health Insurance Company Regence Life and Health Insurance Company Broker/Agent Agreement THIS AGREEMENT is entered into by and between Regence Life and Health Insurance Company (the "Company"), an Oregon corporation, and affiliate of...Broker/Agent Agreement • January 30th, 2003 • Prime Resource Inc • Insurance agents, brokers & service • Oregon
OHR PHARMACEUTICAL, INC. SUPPORT AGREEMENTSupport Agreement • January 3rd, 2019 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • Delaware
THIS SUPPORT AGREEMENT (“Agreement”), dated as of January 2, 2019, is made by and among Ohr Pharmaceutical, Inc., a Delaware corporation (“Parent”), NeuBase Therapeutics, Inc., a Delaware corporation (the “Company”), and the undersigned holders (each, a “Stockholder”) of shares of capital stock of Parent or securities convertible or exercisable for shares of capital stock of Parent (the “Shares”).
Void after June 28, 2017Warrant Agreement • July 3rd, 2012 • Ohr Pharmaceutical Inc • Pharmaceutical preparations
This Warrant and any shares acquired upon the exercise of this Warrant have not been registered under the Securities Act of 1933. This Warrant and such shares may not be sold or transferred in the absence of such registration or an exemption therefrom under said Act. This Warrant and such shares may not be transferred except upon the conditions specified in this Warrant, and no transfer of this Warrant or such shares shall be valid or effective unless and until such conditions shall have been complied with.
OHR PHARMACEUTICAL INC. STOCK OPTION AGREEMENTStock Option Agreement • March 8th, 2019 • Ohr Pharmaceutical Inc • Pharmaceutical preparations • New York
THIS AGREEMENT, made and entered into as of [_______________] (the “Date of Grant”) between OHR PHARMACEUTICAL, INC., a Delaware corporation (herein called the “Corporation”), and [_____________] (herein called the “Optionee”).
