ContractUnderwriter Warrant • May 16th, 2014 • Resonant Inc • Semiconductors & related devices • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (1) AN EFFECTIVE REGISTRATION STATEMENT COVERING SUCH SECURITIES UNDER THE SECURITIES ACT AND ANY OTHER APPLICABLE SECURITIES LAWS, OR (2) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
RESONANT INC. UNDERWRITING AGREEMENTUnderwriting Agreement • May 16th, 2014 • Resonant Inc • Semiconductors & related devices • New York
The undersigned, Resonant Inc., a Delaware corporation (collectively with its subsidiaries as disclosed or described in the Registration Statement (as hereinafter defined), the “Company”), hereby confirms its agreement with MDB Capital Group, LLC (hereinafter referred to as “you” (including its correlatives) or the “Underwriter”), as follows:
AMENDMENT NO. 3 TO SECURITIES PURCHASE AGREEMENT AND CONSENTS AND WAIVERSSecurities Purchase Agreement And • May 16th, 2014 • Resonant Inc • Semiconductors & related devices • New York
This Amendment No. 3 to Securities Purchase Agreement and Consents and Waivers (this “Amendment”) is made and entered into as of April 22, 2014, by and among Resonant Inc., a Delaware corporation (the “Company”), the Required Holders and MDB Capital Group, LLC, a California limited liability company. Except where otherwise defined herein, the capitalized terms used in this Amendment shall have the respective meanings assigned to such terms in the Agreement (as such term is defined in Recital A below). This Amendment is made with reference to the following Recitals:
