CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • January 30th, 2024 • NightHawk Biosciences, Inc. • Pharmaceutical preparations • Delaware
FOR VALUE RECEIVED, the Company promises to pay to Elusys Holdings Inc. or its registered assigns (the “Holder”), the principal amount of Two Million Two Hundred Fifty Thousand Dollars ($2,250,000) (“Principal Amount”) together with simple interest on the outstanding Principal Amount at a rate of 1% per annum until paid in full or converted. Interest shall be computed on the basis of a year of 365 days for the actual number of days elapsed. Unless earlier converted into Common Stock as provided in this Note, all payments of interest and principal under the Note shall be in lawful money of the United States of America. This Note is subject to the following additional provisions:
PATENT RIGHTS SALE AND ASSIGNMENT AGREEMENTPatent Rights Sale and Assignment Agreement • January 30th, 2024 • NightHawk Biosciences, Inc. • Pharmaceutical preparations
This PATENT RIGHTS SALE AND ASSIGNMENT AGREEMENT (“Agreement”) is made and entered into as of January 29, 2024 (the “Closing Date”) by and between NightHawk Biosciences, Inc., f/k/a Heat Biologics, Inc., a Delaware corporation with a principal executive office at 627 Davis Drive, Suite 300, Morrisville, North Carolina 27560 (together with its Affiliates, “Assignor”) and Kopfkino IP, LLC, a Texas limited liability company with a registered office at 501 Congress Ave, Suite 150, Austin, Texas 78701 (“Assignee”).
