Registration Rights AgreementRegistration Rights Agreement • June 22nd, 2017 • Tapimmune Inc • Pharmaceutical preparations • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of [_________________], 2017 (the “Effective Date”) between TapImmune Inc. a Nevada corporation (the “Company”), and the persons who have executed the omnibus or counterpart signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”), and the persons or entities identified in Schedule 1 hereto holding Placement Agent Warrants (as defined below) (collectively the “Brokers”).
SUBSCRIPTION AGREEMENTSubscription Agreement • June 22nd, 2017 • Tapimmune Inc • Pharmaceutical preparations • New York
This Subscription Agreement (this “Agreement”) has been executed by the subscriber set forth on the signature page hereof (the “Subscriber”) in connection with the private placement offering (the “Offering”) by TapImmune Inc., a Nevada corporation (the “Company”), of Units (“Units”), with each Unit consisting of one share of the Company’s common stock (“Common Stock”), par value $0.001 per share (each, a “Share”) and one five-year warrant to purchase one share of Common Stock with an exercise price equal to the Market Value (as defined below) (each an “Investor Warrant”). The price per Unit (the “Purchase Price”) will be equal to “Market Value,” as defined below, plus $0.125. The $0.125 will be allocated to the warrant included in the Unit, and the remainder of the Purchase Price will be allocated to the Share of Common Stock. “Market Value” is defined as the consolidated closing bid price per share of the Common Stock on the Nasdaq Stock Market immediately preceding the Company’s acce
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF TAPIMMUNE INC.Warrant Agreement • June 22nd, 2017 • Tapimmune Inc • Pharmaceutical preparations
This Warrant is issued to [____________________], or its registered assigns (including any successors or assigns, the “Warrantholder”), which is hereby acknowledged in connection with that certain Subscription Agreement, dated as of [______________], 2017, by and among TapImmune Inc., a Nevada corporation (the “Company”) and each of the those persons and entities listed as a Purchaser on Annex A thereto (the “Purchase Agreement”).
BROKER WARRANTBroker Warrant • June 22nd, 2017 • Tapimmune Inc • Pharmaceutical preparations
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD IN ACCORDANCE WITH RULE 144 UNDER SUCH ACT.
KATALYST SECURITIES LLC NEW YORK, NY 10017 TEL: 212-400-6993 Member: FINRA & SIPC PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • June 22nd, 2017 • Tapimmune Inc • Pharmaceutical preparations • New York
This Placement Agency Agreement (“Agreement”) sets forth the terms upon which Katalyst Securities LLC (“Katalyst”), registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”) (hereinafter referred to as the “Agent”), shall be engaged by TapImmune Inc., a publicly traded Nevada corporation (hereinafter referred to as the “Company”), to act as the exclusive Placement Agent in connection with the private placement (the “Offering”) of the securities of the Company referred to below (the “Securities”). The closing of the Offering will be conditioned upon and acceptance of subscriptions for the Minimum Amount (as defined below) and the certain other conditions described herein.
WARRANT EXERCISE AGREEMENTWarrant Exercise Agreement • June 22nd, 2017 • Tapimmune Inc • Pharmaceutical preparations
This Warrant Exercise Agreement (this “Agreement”), dated as of June 21, 2017, is by and between TapImmune Inc., a Nevada corporation (the “Company”) and the undersigned holder (the “Holder”) of that certain Series E Warrant to Purchase Common Stock issued by the Company to the Holder, which warrant is exercisable at an exercise price (the “Series E Warrant Exercise Price”) of $15.00 per share (the “Series E Warrant”).
