REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 26th, 2023 • Entera Bio Ltd. • Biological products, (no disgnostic substances)
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December [ ], 2023, between Entera Bio Ltd., a company organized under the laws of the State of Israel (the “Company”), and each of the purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
ORDINARY SHARE PURCHASE WARRANT ENTERA BIO LTD.Ordinary Share Purchase Warrant • December 26th, 2023 • Entera Bio Ltd. • Biological products, (no disgnostic substances)
THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [HOLDER] 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 5:00 p.m. (New York City time) on [•], 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Entera Bio Ltd., a company organized under the laws of the State of Israel (the “Company”), up to [•] Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). The Warrant is being issued pursuant to that certain Placement Agency Agreement, dated December 5, 2023, among the Company and the Network 1 Financial Securities Inc.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 26th, 2023 • Entera Bio Ltd. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 20, 2023, between Entera Bio Ltd., a company organized under the laws of the State of Israel (“the “Company”), and each purchaser identified on the signature pages hereto (each purchaser, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT ENTERA BIO LTD.Pre-Funded Ordinary Share Agreement • December 26th, 2023 • Entera Bio Ltd. • Biological products, (no disgnostic substances)
THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [HOLDER] 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Entera Bio Ltd., a company organized under the laws of the State of Israel (the “Company”), up to [•] Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). The Warrant is being issued pursuant to that certain Securities Purchase Agreement, dated December 20, 2023, among the Company and the purchasers signatory thereto, as amended and/or restated from time to time (the “Purchase Agreement”).
