0001410578-24-001098 Sample Contracts

CLASS [A][B] COMMON STOCK PURCHASE WARRANT ASSURE HOLDINGS CORP.
Common Stock Purchase Warrant • July 18th, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus • New York

THIS CLASS [A][B] 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 [the Shareholder Approval Date]1 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the date that is the _____2 anniversary of the Initial Exercise Date, provided that, if such date is not a Trading Day, the date that is the immediately following Trading Day (the “Termination Date”), but not thereafter, to subscribe for and purchase from Assure Holdings Corp., a Nevada 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).

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PRE-FUNDED COMMON STOCK PURCHASE WARRANT ASSURE HOLDINGS CORP.
Pre-Funded Common Stock Purchase Warrant • July 18th, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus • New York

THIS PRE-FUNDED 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 set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Assure Holdings Corp., a Nevada 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).

PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT ASSURE HOLDINGS CORP.
Placement Agent Common Stock Purchase Warrant • July 18th, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus • New York

THIS PLACEMENT AGENT 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 [the Shareholder Approval Date]1 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____2 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Assure Holdings Corp., a Nevada 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). This Warrant is issued pursuant to that certain Engagement Agreement, dated as of [ ], by and between the Company and [ ], as amended.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 18th, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July ___, 2024, between Assure Holdings Corp., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

SUBSCRIPTION AGREEMENT ASSURE HOLDINGS CORP.
Subscription Agreement • July 18th, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus • Nevada

This SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of _______, 2024, is made by and between Assure Holdings Corp., a Nevada corporation (the “Company”), and ________ (the “Subscriber”).

LOCK-UP AGREEMENT
Lock-Up Agreement • July 18th, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus

The undersigned irrevocably agrees with the Company that, from the date hereof until sixty (60) days following the closing of the Company’s offering of registered securities pursuant to an effective registration statement on Form S-1 (File No. 333-280426) (the “Offering”) (such period, the “Restriction Period”) for which Offering [ ] (the “Placement Agent”) is acting as exclusive placement agent of the Company, the undersigned will not offer, sell, contract to sell, hypothecate, pledge or otherwise dispose of (or enter into any transaction which is designed to, or might reasonably be expected to, result in the disposition (whether by actual disposition or effective economic disposition due to cash settlement or otherwise) by the undersigned or any Affiliate (as defined in the Purchase Agreement (as defined below)) of the undersigned or any person in privity with the undersigned or any Affiliate of the undersigned), directly or indirectly, or establish or increase a put equivalent posit

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