0001104659-24-108080 Sample Contracts

SERIES B COMMON STOCK PURCHASE WARRANT netlist, inc.
Netlist Inc • October 11th, 2024 • Semiconductors & related devices

THIS SERIES B COMMON STOCK PURCHASE WARRANT (the “Warrant”) 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 October __, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _______1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Netlist, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 11th, 2024 • Netlist Inc • Semiconductors & related devices • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of October 11, 2024, between Netlist, 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”).

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • October 11th, 2024 • Netlist Inc • Semiconductors & related devices • New York
LOCK-UP AGREEMENT
Lock-Up Agreement • October 11th, 2024 • Netlist Inc • Semiconductors & related devices

Re: Securities Purchase Agreement, dated as of October 11, 2024 (the “Purchase Agreement”), between Netlist, Inc. (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”)

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