SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 27th, 2011 • Spherix Inc • Services-engineering, accounting, research, management • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 25, 2011, between Spherix Incorporated, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 27th, 2011 • Spherix Inc • Services-engineering, accounting, research, management
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October , 2011, between Spherix Incorporated, a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT SPHERIX INCORPORATEDCommon Stock Purchase Warrant • October 27th, 2011 • Spherix Inc • Services-engineering, accounting, research, management
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (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 “Initial Exercise Date”) and on or prior to the close of business on (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spherix Incorporated, a Delaware corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock.
October 25, 2011 STRICTLY CONFIDENTIAL Dr. Claire L. Kruger Chief Executive Officer Spherix Incorporated 6430 Rockledge Drive Suite 503 Bethesda, MD 20817 Dear Dr. Kruger: This letter (the “Agreement”) constitutes the agreement between Spherix...Spherix Inc • October 27th, 2011 • Services-engineering, accounting, research, management • New York
