SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 26th, 2021 • Scopus BioPharma Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 21, 2021 between Scopus Biopharma, Inc., 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 • November 26th, 2021 • Scopus BioPharma Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 21, 2021, between Scopus Biopharma, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SERIES B ADDITIONAL INVESTMENT OPTION SCOPUS BIOPHARMA, INC.Securities Agreement • November 26th, 2021 • Scopus BioPharma Inc. • Pharmaceutical preparations
THIS SERIES B ADDITIONAL INVESTMENT OPTION (the “AIO”) certifies that, for value received, _____________ 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 Authorized Share Increase Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five year anniversary of the Authorized Share Increase Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Scopus Biopharma, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “AIO Shares”) of Common Stock. The purchase price of one share of Common Stock under this AIO shall be equal to the Exercise Price, as defined in Section 2(b).
SERIES A ADDITIONAL INVESTMENT OPTION SCOPUS BIOPHARMA, INC.Security Agreement • November 26th, 2021 • Scopus BioPharma Inc. • Pharmaceutical preparations
THIS SERIES A ADDITIONAL INVESTMENT OPTION (the “AIO”) certifies that, for value received, _____________ 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 the five year anniversary of the Authorized Share Increase Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Scopus Biopharma, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “AIO Shares”) of Common Stock. The purchase price of one share of Common Stock under this AIO shall be equal to the Exercise Price, as defined in Section 2(b).
WARRANT CONTRIBUTION AGREEMENTWarrant Contribution Agreement • November 26th, 2021 • Scopus BioPharma Inc. • Pharmaceutical preparations • New York
THIS WARRANT CONTRIBUTION AGREEMENT (this “Agreement”) is made as of this 23rd day of November, 2021, by and between Scopus BioPharma Inc., a Delaware corporation (the “Company”) and HCFP/Capital Partners 18B-2 LLC, a Delaware limited liability company (“HCFP”).
