REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 9th, 2022 • Brooklyn ImmunoTherapeutics, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 6, 2022, between Brooklyn ImmunoTherapeutics, Inc., a Delaware corporation (the “Company”), and each of the purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT BROOKLYN IMMUNOTHERAPEUTICS, INC.Security Agreement • March 9th, 2022 • Brooklyn ImmunoTherapeutics, Inc. • Pharmaceutical preparations
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Brooklyn ImmunoTherapeutics, Inc., a Delaware corporation (the “Company”), up to 1,357,142 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 9th, 2022 • Brooklyn ImmunoTherapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 6, 2022, between Brooklyn ImmunoTherapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT BROOKLYN IMMUNOTHERAPEUTICS, INC.Common Stock Purchase Agreement • March 9th, 2022 • Brooklyn ImmunoTherapeutics, Inc. • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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 six (6) months immediately following the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 9, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Brooklyn ImmunoTherapeutics, Inc., a Delaware corporation (the “Company”), up to 6,857,142 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).
