COMMON STOCK PURCHASE WARRANT ADITXT, INC.Common Stock Purchase Warrant • January 5th, 2024 • Aditxt, 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 5:00 p.m. (New York City time) on January 3, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aditxt, 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 • August 9th, 2024 • Aditxt, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 8, 2024, between Aditxt, 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 • January 5th, 2024 • Aditxt, Inc. • Pharmaceutical preparations
The undersigned hereby provides the following information to the Company and represents and warrants that such information is accurate:
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 28th, 2023 • Aditxt, Inc. • Pharmaceutical preparations • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July __, 2023, by and between ADITXT, INC., a Delaware corporation, with headquarters located at 737 N. Fifth Street, Suite 200, Richmond, VA 23219 (the “Company”), and _______, a ________ company (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 28th, 2024 • Aditxt, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 24, 2024, between Aditxt, 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”)).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT ADITXT, INC.Pre-Funded Common Stock Purchase Warrant • August 9th, 2024 • Aditxt, 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 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 Aditxt, 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).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 28th, 2023 • Aditxt, Inc. • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of ____, 2023, by and between ADITXT, INC., a Delaware corporation (the “Company”), and (together with its permitted assigns, the “Investor”). _________., a ___________ company used herein and not otherwise defined herein shall have the respective meanings set forth in the securities 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 ADITXT, inc.Common Stock Purchase Warrant • August 30th, 2021 • Aditxt, 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 February ___, 2022 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February ____, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aditxt, 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).
COMMON STOCK PURCHASE WARRANT ADITXT, INC.Common Stock Purchase Warrant • January 9th, 2024 • Aditxt, 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 5:00 p.m. (New York City time) on January 4, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aditxt, Inc., a Delaware corporation (the “Company”), up to Fifty Thousand (50,000) 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 30th, 2024 • Aditxt, Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 28, 2024 is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and Aditxt, Inc. (the “Buyer”).
COMMON STOCK PURCHASE WARRANT ADITXT, INC.Security Agreement • September 14th, 2022 • Aditxt, Inc. • Pharmaceutical preparations • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the senior secured promissory note in the principal amount of $________ to the Holder (as defined below) of even date) (the “Note”), ______________, a _____________ (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time during the Exercise Period, to purchase from ADITXT, INC., a Delaware corporation (the “Company”), _________ shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated ________, 2022, by and among the Company and the Holder (the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 30th, 2024 • Aditxt, Inc. • Pharmaceutical preparations
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 28, 2024, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and the undersigned buyer (“Buyer”).
UNDERWRITING AGREEMENTUnderwriting Agreement • December 7th, 2021 • Aditxt, Inc. • Pharmaceutical preparations • New York
SECURITY AGREEMENTSecurity Agreement • July 28th, 2023 • Aditxt, Inc. • Pharmaceutical preparations
This SECURITY AGREEMENT, dated as of _____, 2023 Is “Agreement”), is among Aditxt, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s ____% Secured Promissory Notes (the “Lenders”), in the original aggregate principal amount of up to $__________ (the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
AT THE MARKET OFFERING AGREEMENT December 20, 2022At the Market Offering Agreement • December 20th, 2022 • Aditxt, Inc. • Pharmaceutical preparations • New York
Aditxt, 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:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 30th, 2024 • Aditxt, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 24, 2024 between Aditxt, 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 COMMON STOCK PURCHASE WARRANT ADITXT, INC.Placement Agent Common Stock Agreement • August 9th, 2024 • Aditxt, 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 8, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aditxt, 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 is issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of July 26, 2024.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 7th, 2024 • Aditxt, Inc. • Pharmaceutical preparations
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 2, 2024, is by and between Seven Knots, LLC, a Delaware limited liability company (the “Investor”), and Aditxt, Inc., a Delaware corporation (the “Company”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 30th, 2021 • Aditxt, Inc. • Pharmaceutical preparations • Florida
This letter (this “Agreement”) constitutes the agreement between Aditxt, Inc. (the “Company”) and Dawson James Securities, Inc. (“Dawson”) pursuant to which Dawson shall serve as the placement agent (the “Placement Agent”) (the “Services”), for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that Dawson’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Dawson to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Dawson placing the Securities.
PRE-FUNDED COMMON STOCK PURCHASE WARRANT ADITXT, INC.Pre-Funded Common Stock Agreement • January 5th, 2024 • Aditxt, 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 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 Aditxt, 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).
SERIES B-1 WARRANT AGENT AGREEMENTWarrant Agent Agreement • September 14th, 2020 • ADiTx Therapeutics, Inc. • Pharmaceutical preparations • New York
This Series B-1 Warrant Agent Agreement (this “Warrant Agreement”), dated as of September 4, 2020 (the “Issuance Date”) between Aditx Therapeutics, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).
Business Loan and Security Agreement January 24, 2024Business Loan and Security Agreement • January 30th, 2024 • Aditxt, Inc. • Pharmaceutical preparations • Delaware
This Business Loan and Security Agreement Supplement is part of (and incorporated by reference into) the Business Loan and Security Agreement. Borrower should keep this important legal document for Borrower’s records.
ADITXT, INC. UNDERWRITING AGREEMENT October 18, 2021Underwriting Agreement • October 20th, 2021 • Aditxt, Inc. • Pharmaceutical preparations • New York
The undersigned, Aditxt, Inc., a corporation formed under the laws of the state of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with Revere Securities, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter” and to the extent there is only a single Underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis) as follows:
EXECUTIVE AGREEMENTExecutive Agreement • February 26th, 2021 • Aditx Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Executive Agreement (the “Agreement”) is made and entered into effective as of February 24, 2021 (the “Effective Date”), by and between Amro Albanna (the “Executive”) and Aditx Therapeutics, Inc., a Delaware corporation (the “Company”).
Aditxt, Inc. Series C Preferred Stock SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENTSubscription and Investment Representation Agreement • July 14th, 2023 • Aditxt, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT, dated as of July 11, 2023, is by and between Aditxt, Inc., a Delaware corporation (the “Company”), and the undersigned subscriber (the “Subscriber”). In consideration of the mutual promises contained herein, and other good, valuable and adequate consideration, the parties hereto agree as follows:
ContractPurchase Warrant Agreement • August 30th, 2021 • Aditxt, Inc. • Pharmaceutical preparations • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING AUGUST 26, 2021 (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) DAWSON JAMES SECURITIES, INC. OR A PLACEMENT AGENT OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS WARRANT WAS ISSUED TO THE PLACEMENT AGENT AS CONSIDERATION (“OFFERING”), OR (II) A BONA FIDE OFFICER OR PARTNER OF DAWSON JAMES SECURITIES, INC. OR OF ANY SUCH PLACEMENT AGENT OR SELECTED DEALER.
SECURITY AGREEMENTSecurity Agreement • May 16th, 2022 • Aditxt, Inc. • Pharmaceutical preparations
THIS SECURITY AGREEMENT (this “Agreement”), dated as of March 31, 2022, is made by CELLVERA DEVELOPMENT LLC, a Delaware limited liability company f/k/a AIPHARMA DEVELOPMENT LLC (“Grantor”) in favor of ADITXT, INC., a Delaware corporation (“Secured Party”), with reference to the following facts:
UNSECURED PROMISSORY NOTEUnsecured Promissory Note • May 31st, 2023 • Aditxt, Inc. • Pharmaceutical preparations • California
FOR VALUE RECEIVED, the undersigned, ADITXT, INC., a Delaware corporation (together with its successors and assigns, the “Borrower”), hereby promises to pay to the order of Amro Albanna, an individual (together with his successors and assigns, the “Lender”), at the Lender’s offices at 737 N. Fifth Street, Suite 200, Richmond, Virginia (or such other place as the Lender may designate in writing to the Borrower), the aggregate principal sum of Two Hundred Thousand dollars ($200,000.00), with interest, upon the terms and subject to the conditions of this unsecured promissory note (the “Note”) as set forth below. The Lender and Borrower collectively shall be referred to as the “Parties.”
UNDERWRITING AGREEMENTUnderwriting Agreement • August 7th, 2018 • ADiTx Therapeutics, Inc. • Pharmaceutical preparations • New York
ContractSecurity Agreement • July 18th, 2024 • Aditxt, Inc. • Pharmaceutical preparations • New York
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACT OR OTHER LOAN SECURED BY SUCH SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE, INCLUDING SECTIONS 3(c)(iii) AND 18(a) HEREOF. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE
CONSULTING AGREEMENTConsulting Agreement • December 22nd, 2023 • Aditxt, Inc. • Pharmaceutical preparations • Delaware
This consulting agreement (“Agreement”) is entered into as of December 19, 2023 (the “Effective Date”) between [ ] (“Consultant”) and ADITXT, INC., a Delaware corporation (“COMPANY”) (collectively, the “Parties”).
ContractCommon Stock Purchase Warrant • May 14th, 2020 • ADiTx Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS WARRANT AND THE SHARES OF COMMON STOCK PURCHASABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. SUCH WARRANTS AND SHARES MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO SUCH SECURITIES UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
PATENT & TECHNOLOGY LICENSE AGREEMENTPatent & Technology License Agreement • May 14th, 2020 • ADiTx Therapeutics, Inc. • Pharmaceutical preparations • California
This Patent and Technology License Agreement (“Agreement”) is effective on March 15, 2018 (the “Effective Date”) and is entered by and between Loma Linda University (“LLU”), a California Religious Institution, whose address is 24887 Taylor Street, Suite 201, Loma Linda, California 92354, and ADiTx Therapeutics, Inc., a Delaware C Corporation, with its principal place of business at 11161 Anderson St., Suite 105-10014, Loma Linda, CA 92354 (“Licensee”) (collectively, “Parties”, or singly, “Party”).
FORM OF SENIOR NOTE]Senior Note • May 28th, 2024 • Aditxt, Inc. • Pharmaceutical preparations • New York
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACT OR OTHER LOAN SECURED BY SUCH SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE, INCLUDING SECTIONS 3(c)(iii) AND 18(a) HEREOF. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE
COMMON STOCK PURCHASE AGREEMENT Dated as of May 2, 2024 by and among ADITXT, INC., and SEVEN KNOTS, LLCCommon Stock Purchase Agreement • May 7th, 2024 • Aditxt, Inc. • Pharmaceutical preparations • New York
This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of May 2, 2024 (this “Agreement”), by and among Seven Knots, LLC, a Montana limited liability company (the “Investor”), and Aditxt, Inc., a Delaware corporation (the “Company”).
