REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 12th, 2007 • Nutrition 21 Inc • Biological products, (no disgnostic substances)
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 11, 2007, between Nutrition 21, Inc., a New York corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT NUTRITION 21, INC.Nutrition 21 Inc • September 12th, 2007 • Biological products, (no disgnostic substances)
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 March 11, 2008 (the “Initial Exercise Date”) and on or prior to the close of business on the fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Nutrition 21, Inc., a New York corporation (the “Company”), up to ______ shares (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 • September 12th, 2007 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 10, 2007, between Nutrition 21, Inc., a New York corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
New York, NY 10017Letter Agreement • September 12th, 2007 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
This letter (“Letter Agreement”) represents our understanding of the basis upon which C.E. Unterberg, Towbin, LLC, a Delaware limited liability company (“CEUT”), is engaged to provide financial advisory and investment banking services to Nutrition 21, Inc. (the “Company”). This letter solely relates to such financial advisory and investment banking services and not to any potential investment in the Company by CEUT.
COMMON STOCK PURCHASE WARRANT NUTRITION 21, INC.Nutrition 21 Inc • September 12th, 2007 • Biological products, (no disgnostic substances)
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 year fifth anniversary of the date of this Warrant (the “Termination Date”) but not thereafter, to subscribe for and purchase from Nutrition 21, Inc., a New York corporation (the “Company”), up to ______ shares (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).
