PAXMEDICA, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • August 28th, 2020 • PaxMedica, Inc. • Pharmaceutical preparations • New York
The undersigned, PaxMedica, Inc., a corporation formed under the laws of the state of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, OR HYPOTHECATED, OR BE THE SUBJECT OF ANY HEDGING,...PaxMedica, Inc. • August 28th, 2020 • Pharmaceutical preparations
This REPRESENTATIVE’S WARRANT (the “Warrant”) certifies that, for value received, The Benchmark Company, 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [ ], 20253 (the “Termination Date”) but not thereafter, to subscribe for and purchase from PaxMedica, Inc., a corporation formed under the laws of the state of Delaware (the “Company”), up to [ ]4 shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, $0.0001 par value per share (the “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).
Certain identified information has been excluded because it is both not material and would likely cause competitive harm if publicly disclosed. PATIENT RECORDS LICENSE AGREEMENTLicense Agreement • August 28th, 2020 • PaxMedica, Inc. • Pharmaceutical preparations • New York
This Patient Records License Agreement (“Agreement”) is dated as of this 10th day of October, 2018 (“Effective Date”) by and between Purinix Pharmaceuticals LLC, 1266 E Main Street, Suite 700R, Stamford, Connecticut, USA, 06902 (“Purinix”) and Ministry of Health, Republic of Malawi, with an address located at P.O. Box 30377, Lilongwe 3, Malawi (“Records Provider”). Purinix and Records Provider may individually be referred to hereinafter as a “Party” or collectively as the “Parties.”
