EXHIBIT 10.2 TO FORM 8-K THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS...Warrant Agreement • March 3rd, 2000 • Biospherics Inc • Services-engineering, accounting, research, management • Delaware
COMMON STOCK PURCHASE WARRANT SPHERIX INCORPORATEDCommon Stock Purchase Warrant • February 28th, 2020 • Spherix Inc • Patent owners & lessors • 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 _______ __, 20__1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spherix Incorporated, 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 • April 15th, 2020 • Aikido Pharma Inc. • Services-commercial physical & biological research • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 14, 2020, between AIkido Pharma 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 10.7Asset Purchase Agreement • March 19th, 1996 • Biospherics Inc • Services-engineering, accounting, research, management • Maryland
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2012 • Spherix Inc • Services-testing laboratories
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 7, 2012, between Spherix Incorporated, a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT SPHERIX INCORPORATEDSecurity Agreement • March 27th, 2014 • Spherix Inc • Patent owners & lessors
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_____________] (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 six month anniversary of 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 Spherix Incorporated, 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 • October 27th, 2011 • Spherix Inc • Services-engineering, accounting, research, management • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 25, 2011, between Spherix Incorporated, 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”).
RECITALS A. The Company and Purchaser are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by the provisions of Regulation D ("Regulation D"), as promulgated by the United States Securities...Securities Purchase Agreement • December 18th, 1997 • Biospherics Inc • Services-engineering, accounting, research, management • Delaware
FORM OF WARRANT spherix incOrporatedWarrant Agreement • December 3rd, 2015 • Spherix Inc • Patent owners & lessors
THIS SERIES [A][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 _______, 2015 (the “Initial Exercise Date”) and on or prior to the close of business on __________________, 202[_]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spherix Incorporated, 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).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT SPHERIX INCORPORATEDPre-Funded Common Stock Purchase Warrant • February 28th, 2020 • Spherix Inc • Patent owners & lessors • New York
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 hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spherix Incorporated, 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).
COMMON STOCK PURCHASE WARRANT spherix incorporatedCommon Stock Purchase Warrant • July 17th, 2015 • Spherix Inc • Patent owners & lessors
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 six month anniversary of the Issue Date (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 Spherix Incorporated, 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).
COMMON STOCK PURCHASE WARRANT SPHERIX INCORPORATEDCommon Stock Purchase Warrant • February 3rd, 2012 • Spherix Inc • Services-engineering, accounting, research, management
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (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 August , 2012 (the “Initial Exercise Date”) and on or prior to the close of business on August , 2017 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spherix Incorporated, a Delaware corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock.
WHEREAS:Registration Rights Agreement • March 3rd, 2000 • Biospherics Inc • Services-engineering, accounting, research, management • Delaware
SERIES B COMMON STOCK PURCHASE WARRANT SPHERIX INCORPORATEDSecurities Agreement • November 8th, 2012 • Spherix Inc • Services-testing laboratories
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 on which Shareholder Approval has been obtained (the “Initial Exercise Date”) and on or prior to the close of business on the 5 year anniversary of the Closing Date (as defined in the Purchase Agreement) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spherix Incorporated, 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).
RECITALSRights Agreement • March 6th, 2001 • Biospherics Inc • Services-engineering, accounting, research, management • Delaware
Exhibit (10.4) EXHIBIT B to Securities Purchase AgreementRegistration Rights Agreement • December 18th, 1997 • Biospherics Inc • Services-engineering, accounting, research, management • New York
AT THE MARKET OFFERING AGREEMENT August 9, 2019At the Market Offering Agreement • August 12th, 2019 • Spherix Inc • Patent owners & lessors • New York
Spherix Incorporated, 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 AGENT COMMON STOCK PURCHASE WARRANT SPHERIX INCORPORATEDPlacement Agent Common Stock Purchase Warrant • February 28th, 2020 • Spherix Inc • Patent owners & lessors • New York
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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March __, 20251 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spherix Incorporated, 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 is issued by the Company pursuant to the Engagement Agreement, dated as of January 24, 2020, between the Company and H.C. Wainwright & Co., LLC.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 8th, 2012 • Spherix Inc • Services-testing laboratories • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 7, 2012, between Spherix Incorporated, a Delaware corporation (the “Company”), and (the “Purchaser” and collectively with other purchasers in this offering, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 25th, 2005 • Spherix Inc • Services-engineering, accounting, research, management • New Jersey
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 22, 2005, by and between SPHERIX INCORPORATED, a Delaware corporation (the “Company”), and CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”).
January 31, 2012Placement Agent Agreement • February 3rd, 2012 • Spherix Inc • Services-engineering, accounting, research, management • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 17th, 2015 • Spherix Inc • Patent owners & lessors • New York
STRICTLY CONFIDENTIAL Spherix Incorporated One Rockefeller Plaza, 11th Floor New York, NY 10020 Attn: Anthony Hayes, Chief Executive Officer Dear Mr. Hayes:Exclusive Agency Agreement • August 26th, 2020 • Aikido Pharma Inc. • Services-commercial physical & biological research • New York
This letter agreement (this “Agreement”) constitutes the agreement between Spherix Incorporated (the “Company”) and H.C. Wainwright &. Co., LLC (“Wainwright”), that Wainwright shall serve as the exclusive agent, advisor or underwriter in any of (each, an “Offering”) of securities of the Company (the “Securities”) during the Term (as hereinafter defined) of this Agreement. The terms of each Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and Wainwright and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright’s assistance in an Offering will be subject to the satisfactory completion of such investigation and inquiry into the affairs of the Company as Wainwright deems appropriate under the circumstances and to the receipt of all internal approvals of Wainwright in conne
SPHERIX INCORPORATED DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • June 13th, 2014 • Spherix Inc • Patent owners & lessors • Delaware
This Director and Officer Indemnification Agreement, dated as of June 9, 2014 (this “Agreement”), is made by and between Spherix Incorporated, a Delaware corporation (the “Company”), and Jeffrey Ballabon (the “Indemnitee”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT AIkido Pharma Inc.Placement Agent Common Stock Agreement • April 15th, 2020 • Aikido Pharma Inc. • Services-commercial physical & biological research
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 14, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from AIkido Pharma 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 letter, date as of January 24, 2020, as amended, by and between the Company and H.C. Wainwright & Co., LLC.
EXHIBIT 10.6Stock Redemption Agreement • March 19th, 1996 • Biospherics Inc • Services-engineering, accounting, research, management • Maryland
AIKIDO PHARMA INC., as ISSUER and [ ], as INDENTURE TRUSTEE INDENTURE Dated as of [ ]Indenture • June 8th, 2020 • Aikido Pharma Inc. • Services-commercial physical & biological research • New York
Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Securities issued under this Indenture.
AMENDED AND RESTATED UNDERWRITING AGREEMENTUnderwriting Agreement • February 18th, 2021 • AIkido Pharma Inc. • Services-commercial physical & biological research • New York
The undersigned, H.C. Wainwright & Co., LLC (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of AIkido Pharma Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which H.C. Wainwright & Co., LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein. The Amended and Restated Underwriting Agreement amends, restates and supersedes in its entirety the prior underwriting dated as of February 16
WHEREAS:Securities Purchase Agreement • March 3rd, 2000 • Biospherics Inc • Services-engineering, accounting, research, management • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 7th, 2013 • Spherix Inc • Services-testing laboratories
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [__] 2013, among Spherix Incorporated, a Delaware corporation (the “Company”), and each signatory hereto (each, an “Investor” and collectively, the “Investors”).
STANDBY EQUITY DISTRIBUTION AGREEMENTStandby Equity Distribution Agreement • July 25th, 2005 • Spherix Inc • Services-engineering, accounting, research, management • New Jersey
THIS AGREEMENT dated as of the 22nd day of July 2005 (the “Agreement”) between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”), and SPHERIX INCORPORATED, a corporation organized and existing under the laws of the State of Delaware (the “Company”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 3rd, 2017 • Spherix Inc • Patent owners & lessors
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 30, 2017, between Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 31st, 2019 • Spherix Inc • Patent owners & lessors • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 29, 2019, between Spherix Incorporated, 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”).
SUBSCRIPTION AGREEMENTSubscription Agreement • November 7th, 2013 • Spherix Inc • Services-testing laboratories • New York
This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) of Spherix Incorporated, a Delaware corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of shares (the ‘Shares”) of common stock $0.0001 par value per share (the “Common Stock”) (or, at the election of any purchaser who would, as a result of purchase of Shares become a beneficial owner of five (5%) percent or greater of the outstanding Common Stock of the Company, one share of the Company’s Series F Preferred Stock, par value $0.0001 per share, which is convertible into one (1) share of Common Stock, with such rights and designations as set forth in the form of Certificate of Designation, attached hereto as Exhibit A, (the “Preferred Shares”)) at a purchase price of $[__] per Share (the “Purchase Price”). Certain subscribers have the option of purchasing Preferred Shares by electing such option o
SPHERIX INCORPORATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 27th, 2014 • Spherix Inc • Patent owners & lessors • New York
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of [ _], 2014, is made by and between Spherix Incorporated, a Delaware corporation (the “Company”), and the undersigned investor (the “Investor”).
