SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 21st, 2020 • Adamis Pharmaceuticals Corp • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 21, 2020, between Adamis Pharmaceuticals Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Adamis Pharmaceuticals Corporation 8-KPlacement Agent Agreement • February 21st, 2020 • Adamis Pharmaceuticals Corp • Pharmaceutical preparations • New York
This letter (the “Agreement”) constitutes the agreement between Adamis Pharmaceuticals Corporation (the “Company”) and Maxim Group, LLC (“Maxim” or the “Lead Manager”), that Maxim shall serve as the exclusive lead placement agent for the Company, on a “reasonable best efforts” basis ( a “Placement”), in connection with the proposed offerings of shares (the “Shares”) or the “Securities”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) and warrants to purchase shares of Common Stock (the “Warrants” and, together with the Shares, the “Securities”). The terms of such Placement and the Securities shall be mutually agreed upon by the Company and the Lead Manager and, if a Direct Placement, the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein grants Maxim the power or authority to bind the Company or any Purchaser or creates an obligation for the Company to issue any Securities or complete the Placement. This Agreement and
COMMON STOCK PURCHASE WARRANT Adamis Pharmaceuticals CorporationSecurities Agreement • February 21st, 2020 • Adamis Pharmaceuticals Corp • Pharmaceutical preparations
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 later of (i) August __, 2020 and (ii) the effective date of a Capital Event (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Adamis Pharmaceuticals Corporation, 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).
