0001144204-17-035041 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 30th, 2017 • Accelerated Pharma, Inc. • Pharmaceutical preparations • New York

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of January 30, 2017, by and between ACCELERATED PHARMA, INC., a Delaware corporation, with headquarters located at 36 Church Lane, Westport, CT 06880 (the "Company"), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the "Buyer").

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COMMON STOCK PURCHASE WARRANT ACCELERATED PHARMA, INC.
Accelerated Pharma, Inc. • June 30th, 2017 • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, , with an address of , Fax: , 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 the close of business on the sixty month anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ACCELERATED PHARMA, 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).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 30th, 2017 • Accelerated Pharma, Inc. • Pharmaceutical preparations • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of June 29, 2017, by and among Accelerated Pharma, Inc., a Delaware corporation (the "Company"), and the investors listed on the Schedule of Purchasers attached hereto (each, a "Purchaser" and collectively, the "Purchasers").

WARRANT AGENCY AGREEMENT
Warrant Agency Agreement • June 30th, 2017 • Accelerated Pharma, Inc. • Pharmaceutical preparations • New York

THIS WARRANT AGENCY AGREEMENT (this “Agreement”) is dated [ ], 2017, between Accelerated Pharma, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC, acting as warrant agent (the “Warrant Agent”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 30th, 2017 • Accelerated Pharma, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2017, between Accelerated Pharma, 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”).

TENTH AMENDMENT, WAIVER AND CONSENT
Waiver and Consent • June 30th, 2017 • Accelerated Pharma, Inc. • Pharmaceutical preparations

This Tenth Amendment, Waiver and Consent (“Tenth Consent”), is made and entered into effective as of June ____, 2017 (the “Effective Date”), by and among Accelerated Pharma, Inc., a Delaware corporation (the “Company”), and the parties identified on the signature page hereto (each a “Purchaser” and collectively, “Purchasers”). Capitalized terms used but not defined herein will have the meanings assigned to them in the Securities Purchase Agreements and Transaction Documents (as defined below). Capitalized terms defined herein shall be incorporated in the Transaction Documents, as appropriate.

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