FORM OF PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 28th, 2014 • VistaGen Therapeutics, Inc. • Pharmaceutical preparations • New York
Form of Subscription AgreementForm of Subscription Agreement • July 28th, 2014 • VistaGen Therapeutics, Inc. • Pharmaceutical preparations • New York
This Subscription Agreement (this “Agreement”) is dated as of [___], 2014 between VistaGen Therapeutics, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”).
FORM OF WARRANT TO PURCHASE SHARES OF COMMON STOCK OF VISTAGEN THERAPEUTICS, INC. Expires August __, 201_VistaGen Therapeutics, Inc. • July 28th, 2014 • Pharmaceutical preparations • New York
FOR VALUE RECEIVED, subject to the provisions hereinafter set forth, the undersigned, VISTAGEN THERAPEUTICS, INC., a Nevada corporation (together with its successors and assigns, the “Issuer”), hereby certifies that ________________________, or its registered assigns, is entitled to subscribe for and purchase, during the period specified in this Warrant, up to _____________________ (___________) shares (subject to adjustment as hereinafter provided) of the duly authorized, validly issued, fully paid and non-assessable Common Stock of the Issuer, at an exercise price per share equal to the Warrant Price then in effect, subject, however, to the provisions and upon the terms and conditions hereinafter set forth. Capitalized terms used in this Warrant and not otherwise defined herein shall have the respective meanings specified in Article 7 hereof.
FORM OF ESCROW DEPOSIT AGREEMENTEscrow Deposit Agreement • July 28th, 2014 • VistaGen Therapeutics, Inc. • Pharmaceutical preparations • New York
This ESCROW DEPOSIT AGREEMENT (this “Agreement”) dated as of this __ day of _____ 20114, by and among VistaGen Therapeutics, Inc., a Nevada corporation (the “Company”), having an address at ____________________, __________________, a ___________. (“Placement Agent”), having an address at ______________________, and SIGNATURE BANK (the “Escrow Agent”), a New York State chartered bank, having an office at [insert address of Signature Bank’s financial center maintaining the account]. All capitalized terms not herein defined shall have the meaning ascribed to them in that certain Prospectus, dated ______, 2014, as amended or supplemented from time-to-time, including all attachments, schedules and exhibits thereto (the “Prospectus”).
