SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 19th, 2023 • Tivic Health Systems, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 14, 2023 between Tivic Health Systems, 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 Tivic Health Systems, Inc.Placement Agent Agreement • July 19th, 2023 • Tivic Health Systems, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Partners LLC 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 January 19, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July 14, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Tivic Health Systems, Inc., a Delaware corporation (the “Company”), up to 2,050,000 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).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 19th, 2023 • Tivic Health Systems, Inc. • Electromedical & electrotherapeutic apparatus • New York
This agreement (the “Agreement”) constitutes the agreement between Maxim Group LLC (the “Placement Agent”) and Tivic Health Systems, Inc., a Delaware corporation (the “Company”), pursuant to which the Placement Agent shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of registered shares (the “Securities”) of common stock of the Company, par value $0.0001 per share (the “Common Stock”). The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that the Placement Agent would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the documents executed and delivered by the Company and the Purchasers in connection with the Placement,
