Soligenix, Inc. Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 16th, 2024 • Soligenix, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of [·], 2024, between Soligenix, 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”).

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AGREEMENT AND PLAN OF MERGER AND REORGANIZATION
Merger Agreement • August 14th, 2001 • Endorex Corp • Pharmaceutical preparations • Delaware
RECITALS
License Agreement • March 31st, 2003 • Dor Biopharma Inc • Pharmaceutical preparations
AND
Termination Agreement • March 31st, 2003 • Dor Biopharma Inc • Pharmaceutical preparations • New York
UNDERWRITING AGREEMENT between SOLIGENIX, INC. And
Underwriting Agreement • June 18th, 2018 • Soligenix, Inc. • Pharmaceutical preparations • New York

The undersigned, Soligenix, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Soligenix, Inc. (the “Company”)), hereby confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (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”) as follows:

BY AND BETWEEN ENDOREX CORPORATION AND COLIN BIER
Employment Agreement • October 2nd, 2001 • Endorex Corp • Pharmaceutical preparations • Illinois
EMPLOYMENT AGREEMENT
Employment Agreement • March 30th, 2000 • Endorex Corp • Pharmaceutical preparations • Illinois
​ WARRANT TO PURCHASE SHARES OF COMMON STOCK SOLIGENIX, INC.
Warrant Agreement • April 22nd, 2024 • Soligenix, Inc. • Pharmaceutical preparations

THIS WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “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 April 22, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Soligenix, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

ENDOREX CORP.
Warrant Agreement • March 27th, 1998 • Endorex Corp • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 24th, 2016 • Soligenix, Inc. • Pharmaceutical preparations • Illinois

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of March 22, 2016, by and between SOLIGENIX, INC., a Delaware 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
Common Stock Purchase Warrant • May 8th, 2013 • Soligenix, 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 [ ] year anniversary of the Initial Exercise Date (as such date may be changed pursuant to Section 3 hereof, the “Termination Date”) but not thereafter, to subscribe for and purchase from Soligenix, 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).

LEASE AGREEMENT
Lease Agreement • March 27th, 1998 • Endorex Corp • Pharmaceutical preparations • Illinois
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LICENSE AGREEMENT
License Agreement • November 13th, 1998 • Endorex Corp • Pharmaceutical preparations • New York
DOR BIOPHARMA, INC. and American Stock Transfer & Trust Company, as Rights Agent RIGHTS AGREEMENT Dated as of June 22, 2007
Rights Agreement • June 22nd, 2007 • Dor Biopharma Inc • Pharmaceutical preparations • Delaware

Rights Agreement, dated as of June 22, 2007 (“Agreement”), between Dor BioPharma, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, as Rights Agent (the “Rights Agent”).

WITNESSETH:
Purchase Agreement • May 12th, 1997 • Endorex Corp • Pharmaceutical preparations • New York
ARTICLE I VOTING AGREEMENT
Voting Agreement • August 14th, 2001 • Endorex Corp • Pharmaceutical preparations • Delaware
FIRST AMENDMENT
License Agreement • October 2nd, 2001 • Endorex Corp • Pharmaceutical preparations
WARRANT TO PURCHASE SHARES OF COMMON STOCK SOLIGENIX, INC.
Security Agreement • July 9th, 2024 • Soligenix, Inc. • Pharmaceutical preparations

THIS WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “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 July 10, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Soligenix, Inc., a Delaware corporation (the “Company”), up to [__] shares of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 31st, 2017 • Soligenix, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of October 31, 2017, between Soligenix, 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 AGREEMENT
Purchase Agreement • March 24th, 2016 • Soligenix, Inc. • Pharmaceutical preparations • Illinois

PURCHASE AGREEMENT (the “Agreement”), dated as of March 22, 2016, by and between SOLIGENIX, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).

WITNESSETH:
Subscription Agreement • July 21st, 2003 • Dor Biopharma Inc • Pharmaceutical preparations • New York
EQUITY PURCHASE AGREEMENT
Equity Purchase Agreement • July 31st, 2015 • Soligenix, Inc. • Pharmaceutical preparations • New York

THIS EQUITY PURCHASE AGREEMENT entered into as of the [______] day of July, 2015 (this "AGREEMENT"), by and between [______], a [STATE] [TYPE OF ENTITY] ("INVESTOR"), and SOLIGENIX, INC., a Delaware Corporation (the "COMPANY").

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • June 24th, 2013 • Soligenix, Inc. • Pharmaceutical preparations • New York

The restrictions set forth herein shall not apply to: (a) if the undersigned is a natural person, any Transfers made by the undersigned (i) as a bona fide gift to any member of the immediate family (as defined below) of the undersigned or to a trust the beneficiaries of which are exclusively the undersigned or members of the undersigned’s immediate family, (ii) by will or intestate succession upon the death of the undersigned; or (iii) any Transfer to an affiliate (as defined below) of the undersigned if the Transfers do not involve a public distribution or public offering and provided the transferee agrees in writing as a condition precedent to such Transfer to be bound by the terms hereof, (b) if the undersigned is a corporation, partnership, limited liability company or other business entity, any Transfers to any shareholder, partner or member of, or owner of a similar equity interest in, the undersigned, as the case may be, if, in any such case, such Transfer is not for value; (c)

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