ContractWarrant Agreement • May 8th, 2014 • Emmaus Life Sciences, Inc. • Blank checks • California
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.
FORM OF WARRANT]Warrant Agreement • May 8th, 2014 • Emmaus Life Sciences, Inc. • Blank checks • 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.
FORM OF PROMISSORY NOTE] EMMAUS MEDICAL, INC. Promissory Note (Cash Interest) (Six Months up to Two Years)Promissory Note • May 8th, 2014 • Emmaus Life Sciences, Inc. • Blank checks • California
FOR VALUE RECEIVED, Emmaus Medical, Inc., a Delaware corporation, located at 20725 S. Western Ave., Suite 136, Torrance, CA 90501 (“Borrower”) agrees to pay to (“Lender”), the sum of $ U.S. Dollars (“Principal Amount”), together with accrued interest thereon at the rate of eleven percent (11%) per annum, under the following terms and conditions of this Promissory Note (“Note”).
EMMAUS LIFE SCIENCES, INC. Promissory NotePromissory Note • May 8th, 2014 • Emmaus Life Sciences, Inc. • Blank checks • California
FOR VALUE RECEIVED, Emmaus Life Sciences, Inc., a Delaware corporation, located at 20725 S. Western Ave., Suite 136, Torrance, CA 90501 (“Borrower”) agrees to pay to Lender the sum of the Principal Amount in the stated Currency, together with any accrued interest at the stated Interest Rate, under the following terms and conditions of this this Promissory Note (“Note”).
ADDENDUM TO JOINT RESEARCH AND DEVELOPMENT AGREEMENT (the “Agreement”) By and Between CELLSEED INC. (“CELLSEED”) And EMMAUS MEDICAL INC. (“EMMAUS”)Joint Research and Development Agreement • May 8th, 2014 • Emmaus Life Sciences, Inc. • Blank checks
NOW, THEREFORE, in consideration of the mutual promises and undertakings set forth herein, and intending to be legally bound hereby, CELLSEED and EMMAUS do hereby agree and acknowledge as follows:
Typed by: Proofed by LEASE EXTENSION Date: November 4, 2013 RE: 20725 S. Western Avenue, #136,-Torrance, CA 90501 The undersigned hereby agree to extend that certain lease dated March 12. 2008 between EMMAUS MEDICAL INC. and 20655 S. WESTERN AVENUE,...Lease Extension • May 8th, 2014 • Emmaus Life Sciences, Inc. • Blank checks
FORM OF PROMISSORY NOTE] EMMAUS MEDICAL, INC. Promissory Note (Cash Interest With Warrant) (Two Years)Promissory Note • May 8th, 2014 • Emmaus Life Sciences, Inc. • Blank checks • California
FOR VALUE RECEIVED, Emmaus Medical, Inc., a Delaware corporation, located at 20725 S. Western Ave., Suite 136, Torrance, CA 90501 (“Borrower”) agrees to pay to (“Lender”), the sum of $ U.S. Dollars (“Principal Amount”), together with accrued interest thereon at the rate of eleven percent (11%) per annum, under the following terms and conditions of this Promissory Note (“Note”).
AMENDMENT AND WAIVER NO. 1 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 8th, 2014 • Emmaus Life Sciences, Inc. • Blank checks • Delaware
This Amendment and Waiver No. 1 to Registration Rights Agreement (this “Amendment”) is made and entered into as of March 6, 2012, by and among Emmaus Life Sciences, Inc., a Delaware corporation (formerly Emmaus Holdings, Inc., the “Company”), and the stockholders listed on Schedule A attached hereto (each, a “Stockholder” or “Holder” and collectively, the “Stockholders” or “Holders”). All capitalized terms used herein but not defined shall have the meanings ascribed to them in the Registration Rights Agreement (as defined below) and that certain Merger Agreement, dated as of April 21, 2011 by and among the Company, AFH Merger Sub, Inc., AFH Holding and Advisory LLC, and Emmaus Medical, Inc.
AMENDMENT NO. 1 to WARRANT TO PURCHASE COMMON STOCK THIS AMENDMENT SHOULD BE ATTACHED TO THE ORIGINAL WARRANTWarrant to Purchase Common Stock • May 8th, 2014 • Emmaus Life Sciences, Inc. • Blank checks • California
This Amendment No. 1 to Warrant to Purchase Common Stock (this “Amendment”) is made this 9th day of January, 2012 by and between Emmaus Life Sciences, Inc., a Delaware corporation (the “Company”) and Gregoire De Rothschild, an individual (the “Warrantholder”). Capitalized terms used herein and not defined shall have the meanings given to them in the Warrant (as defined below).
