SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 23rd, 2019 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 22, 2019, between MYnd Analytics, 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”).
RECITALSIndemnification Agreement • March 13th, 2007 • CNS Response, Inc. • Perfumes, cosmetics & other toilet preparations • California
COMMON STOCK PURCHASE WARRANTSecurity Agreement • May 4th, 2021 • Emmaus Life Sciences, 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 ______, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Emmaus Life Sciences, Inc. , a Delaware corporation (the “Company”), up to ________ 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).
ANDStock Purchase Agreement • January 13th, 2009 • CNS Response, Inc. • Services-misc health & allied services, nec • Colorado
EXHIBIT 10.4 STRATIVATION, INC. SUBSCRIPTION AGREEMENT SUBSCRIPTION AGREEMENT ("Subscription Agreement") made as of this 7 day of March, 2007, by and among Strativation, Inc., a Delaware corporation ("PUBCO" or the "COMPANY"), CNS Response, Inc., a...Subscription Agreement • March 13th, 2007 • CNS Response, Inc. • Perfumes, cosmetics & other toilet preparations • Delaware
EXHIBIT 10.6 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is made and entered into as of the ___ day of ________, 2007, by and among, Strativation, Inc., a Delaware corporation ("STRV" or, the "Company"), and...Registration Rights Agreement • March 13th, 2007 • CNS Response, Inc. • Perfumes, cosmetics & other toilet preparations • California
EXHIBIT 10.7 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is made and entered into as of the ___ day of ________, 2007, by and among CNS Response, Inc., a California corporation ("CNSR"), Strativation, Inc., a...Registration Rights Agreement • March 13th, 2007 • CNS Response, Inc. • Perfumes, cosmetics & other toilet preparations • California
PURCHASE AGREEMENTPurchase Agreement • March 3rd, 2020 • Emmaus Life Sciences, Inc. • Pharmaceutical preparations • Illinois
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of February 28, 2020 (the “Execution Date”), by and between EMMAUS LIFE SCIENCES, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • May 18th, 2018 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • Illinois
COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of May 15, 2018, by and between MYND ANALYTICS, INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 18th, 2018 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 15, 2018, by and between MYND ANALYTICS, INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock 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”).
ARTICLE 2 REPRESENTATIONS AND WARRANTIESAcquisition Agreement • June 3rd, 2003 • Age Research Inc • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 3rd, 2020 • Emmaus Life Sciences, Inc. • Pharmaceutical preparations • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 28, 2020, is entered into by and between EMMAUS LIFE SCIENCES, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). 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”).
WARRANT AGREEMENT MYnd Analytics, Inc. and American Stock Transfer & Trust Company, LLC, as Warrant Agent WARRANT AGREEMENTWarrant Agreement • August 14th, 2017 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • New York
THIS WARRANT AGREEMENT (this “Agreement” or “Warrant Agreement”), dated as of July 25, 2017, is by and between MYnd Analytics, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Warrant Agent (the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2010 • CNS Response, Inc. • Services-misc health & allied services, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 26, 2009 among CNS Response, Inc., a Delaware corporation (the “Company”), and the Maxim Group, LLC (“Maxim”).
Units Consisting of Two Shares of Common Stock and One Warrant to Purchase One Share of Common Stock FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • May 22nd, 2012 • CNS Response, Inc. • Services-misc health & allied services, nec • New York
FORM OF WARRANT TO PURCHASE SHARESWarrant Agreement • October 24th, 2011 • CNS Response, Inc. • Services-misc health & allied services, nec • California
This Warrant is issued to ________________ (“Holder”) by CNS Response, Inc., a Delaware corporation (the “Company”), in connection with the contemporaneous issuance to the Holder of a Note in the aggregate principal amount of $_________(the “Note”). All capitalized terms not defined in this Warrant shall have the meaning ascribed to them in the Note.
SUBSCRIPTION AGREEMENTSubscription Agreement • December 22nd, 2016 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • New York
This SUBSCRIPTION Agreement (this “Agreement”) is made as of _________ __, 201_ by, and between MYnd Analytics, Inc., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto (each, an “Investor,” and collectively, the “Investors”).
WARRANT AGREEMENT MYnd Analytics, Inc. and _____________________, as Warrant Agent WARRANT AGREEMENTWarrant Agreement • June 2nd, 2017 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of May __, 2017, is by and between MYnd Analytics, Inc., a Delaware corporation (the “Company”), and ____________________, a _____________ company, as Warrant Agent (the “Warrant Agent”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • May 4th, 2021 • Emmaus Life Sciences, Inc. • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ______ or 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 September 22, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Emmaus Life Sciences, Inc. , a Delaware corporation (the “Company”), up to _____ 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).
Shares of Common Stock and ______ Warrants to Purchase Shares of Common Stock MYND ANALYTICS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • June 2nd, 2017 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • New York
ContractWarrant Agreement • May 15th, 2023 • Emmaus Life Sciences, Inc. • Pharmaceutical preparations • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.
conversion agreement SUBORDINATED CONVERTIBLE PROMISSORY NOTESConversion Agreement • June 20th, 2012 • CNS Response, Inc. • Services-misc health & allied services, nec • California
This Conversion Agreement (this “Agreement”) is entered into as of June 12, 2012 by and between CNS Response, Inc., a Delaware corporation (the “Company”) and the undersigned (“Holders”), as the holders of subordinated convertible promissory notes (collectively, the “Notes” and each, a “Note”) in the aggregate principal amount set forth opposite each such holder's name below, and of the related warrants (collectively, the “Warrants” and each, a “Warrant”) to purchase the number of shares of common stock, par value $0.001 per share (the “Common Stock”), set forth opposite each such holder’s name.
MYND ANALYTICS, INC. FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • September 25th, 2017 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • Delaware
This Indemnification Agreement (“Agreement”) is made as of September ___, 2017 by and between MYnd Analytics, Inc., a Delaware corporation (the “Company”), and____________________(“Indemnitee”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 17th, 2016 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • California
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 23, 2015, is entered into by and among MYnd Analytics, Inc., f/k/a CNS Response, Inc., a Delaware corporation (the "Company"), RSJ Private Equity Uzavreny Investicni Fond A.S. ("RSJ") and other holders of Registrable Securities on the date hereof who execute a joinder to this Agreement agreeing to be bound by the terms hereof. The Company, RSJ and the Holders are referred to herein as "parties" collectively and a "party" individually.
CNS RESPONSE, INC. FORM OF WARRANT AGREEMENTWarrant Agreement • May 22nd, 2012 • CNS Response, Inc. • Services-misc health & allied services, nec • New York
WARRANT AGREEMENT (this “Agreement”) entered into as of May ___, 2012 (the “Issuance Date”), between CNS Response, Inc., a Delaware corporation, with offices at 85 Enterprise, Suite 410, Aliso Viejo, CA 92656 (the “Company ”), and American Stock Transfer & Trust Company, with offices at 59 Maiden Lane, New York, NY 10038 (the “Warrant Agent ”).
FORM OF EMMAUS VOTING AGREEMENTVoting Agreement • January 7th, 2019 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • Delaware
This VOTING AGREEMENT (this “Agreement”), dated as of January 4, 2019, is by and between MYND ANALYTICS, INC., a Delaware corporation (“Parent”), and each of the undersigned stockholders (each, a “Stockholder,” and, collectively, the “Stockholders”) of EMMAUS LIFE SCIENCES, INC., a Delaware corporation (the “Company”), identified on the signature page hereto.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 24th, 2004 • Age Research Inc • Perfumes, cosmetics & other toilet preparations • California
THIS STOCK PURCHASE AGREEMENT (the "Agreement") is made and entered into as of June 20, 2004, by and among NBD MARKETING, INC., a California S corporation (the "Buyer"); PROSPECTWORKS, INC., a California corporation (the "Company"); and Thomas W. Ketchum, MARK COUNCIL, and GREG HAINES (the "Sellers").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 16th, 2021 • Emmaus Life Sciences, Inc. • Pharmaceutical preparations • California
This Securities Purchase Agreement (this “Agreement”) is dated as of February 8, 2021, between Emmaus Life Sciences, 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”).
Form of Representative’s Option AgreementRepresentative’s Option Agreement • May 22nd, 2012 • CNS Response, Inc. • Services-misc health & allied services, nec • New York
THIS PURCHASE OPTION IS NOT EXERCISABLE PRIOR TO _________2013, [DATE THAT IS ONE YEAR AFTER DATE OF PROSPECTUS]. VOID AFTER 5:00 P.M., EASTERN TIME, ______________, 2017 [DATE THAT IS FIVE YEARS AFTER DATE OF PROSPECTUS].
AMENDED AND RESTATED SHARES FOR DEBT AGREEMENTShares for Debt Agreement • January 16th, 2007 • Strativation, Inc. • Perfumes, cosmetics & other toilet preparations
This Amended And Restated Shares For Debt Agreement (the “Agreement”) is made and entered into as of January 15, 2007, by and between Strativation, Inc., a Delaware corporation (the “Company”), and Richardson & Patel LLP (the “Firm”), with reference to the following facts:
FORM OF WARRANT TO PURCHASE SHARES OF COMMON STOCKWarrant Agreement • December 11th, 2018 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • Delaware
This Warrant is issued to ________________ (“Holder”) by MYnd Analytics, Inc., a Delaware corporation (the “Company”), in connection with the issuance to the Holder of shares of Series A Preferred Stock of the Company pursuant to a Subscription Agreement of even date herewith ("Subscription Agreement") among the Company and the signatories thereof. All capitalized terms not defined in this Warrant shall have the meaning ascribed to them in the Subscription Agreement. This Warrant is one of a series of Warrants issued in connection with and pursuant to the Subscription Agreement.
EMMAUS LIFE SCIENCES, INC. Common Stock Purchase WarrantCommon Stock Purchase Warrant • March 7th, 2023 • Emmaus Life Sciences, Inc. • Pharmaceutical preparations
THIS CERTIFIES THAT, for value received, Crystal Research Associates, LLC, a limited liability company, or registered assigns (the “Holder”), is entitled to subscribe for and purchase, at the Exercise Price (as defined below), from Emmaus Life Sciences, Inc., a Delaware corporation (the “Company”), shares of the Company’s common stock, par value $0.001 (the “Common Stock”), at any time from January 27, 2023 and prior to 5:00 p.m., New York time, on January 26 2028 (the “Warrant Exercise Term”).
CNS RESPONSE, INC. SECOND AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • August 24th, 2012 • CNS Response, Inc. • Services-misc health & allied services, nec • California
This SECOND AMENDED AND RESTATED SECURITY AGREEMENT (this “Agreement”), dated as of August ___, 2012, is entered into by and between CNS Response, Inc., a Delaware corporation (the “Company”), and David B. Jones, as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (as defined below).
MYND ANALYTICS, INC. COMMON STOCK PURCHASE WARRANTWarrant Agreement • June 2nd, 2017 • MYnd Analytics, Inc. • Services-misc health & allied services, nec
MYnd Analytics, Inc., a Delaware corporation (the “Company”), hereby certifies that, as partial compensation for its services as underwriter to the Company, Maxim Group LLC, or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of _____ number of shares of common stock, par value $0.001 per share (the “Common Stock”), (each, a “Warrant” and collectively, the “Warrants,” and each such share of Common Stock, a “Warrant Share” and all such shares of Common Stock, the “Warrant Shares”), at any time and from time to time after the one (1) year anniversary following the effective date of the Registration Statement on Form S-1 (File No. 333-217092) (the “Registration Statement”), and through and including , ______ 2019, the second anniversary of such effective date (the “Expiration Date”), in accordance with FINRA Rule 5110(f)(2)(G)(i), and subject to the following terms and conditions:
AMENDED AND RESTATED SEPARATION AND DISTRIBUTION AGREEMENTSeparation and Distribution Agreement • May 13th, 2019 • MYnd Analytics, Inc. • Services-misc health & allied services, nec • Delaware
This AMENDED AND RESTATED SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of March 27, 2019, by and between MYND ANALYTICS, INC., a Delaware corporation (“Parent”), TELEMYND, INC., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Telemynd”), and MYND ANALYTICS, INC., a California corporation and a direct wholly owned subsidiary of Parent (“MYnd California”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
