UNDERWRITING AGREEMENT between TONIX PHARMACEUTICALS HOLDING CORP. and as Representative of the Several Underwriters TONIX PHARMACEUTICALS HOLDING CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • February 6th, 2020 • Tonix Pharmaceuticals Holding Corp. • Pharmaceutical preparations • New York
The undersigned, Tonix Pharmaceuticals Holding Corp., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Tonix Pharmaceuticals Holding Corp., the “Company”), hereby confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
COMMON STOCK PURCHASE WARRANT TONIX PHARMACEUTICALS HOLDING CORP.Tonix Pharmaceuticals Holding Corp. • February 6th, 2020 • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 time) on _____________ (the “Termination Date”) but not thereafter, to subscribe for and purchase from Tonix Pharmaceuticals Holding Corp., a Nevada corporation (the “Company”), up to ______ shares of common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole reg
Tonix Pharmaceuticals Holding Corp. and VStock Transfer, LLC, as Warrant Agent Warrant Agency Agreement Dated as of February ___, 2020 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • February 6th, 2020 • Tonix Pharmaceuticals Holding Corp. • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT, dated as of February __, 2020 (“Agreement”), between Tonix Pharmaceuticals Holding Corp., a Nevada corporation (the “Company”), and VStock Transfer, LLC, a California limited liability company (the “Warrant Agent”).
