0001437749-23-022348 Sample Contracts

SERIES B COMMON STOCK PURCHASE WARRANT ATHERSYS, INC.
Warrant Agreement • August 7th, 2023 • Athersys, Inc / New • Pharmaceutical preparations

THIS SERIES 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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 2025 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Athersys, Inc., a Delaware 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).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 7th, 2023 • Athersys, Inc / New • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2023, between Athersys, Inc., 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”).

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • August 7th, 2023 • Athersys, Inc / New • Pharmaceutical preparations • New York
SERIES A COMMON STOCK PURCHASE WARRANT ATHERSYS, INC.
Series a Common Stock Purchase Warrant • August 7th, 2023 • Athersys, Inc / New • Pharmaceutical preparations

THIS SERIES A 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 City time) on [_____], 2028 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Athersys, Inc., a Delaware 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).

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