PRE-FUNDED COMMON STOCK PURCHASE WARRANTBio Key International Inc • October 26th, 2023 • Services-prepackaged software • 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 hereof (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from BIO-key International, Inc., a company incorporated under the laws of the State of Delaware (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 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 registered holder of this Warrant,
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 26th, 2023 • Bio Key International Inc • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [____], 2023, between BIO-key International, 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”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase • October 26th, 2023 • Bio Key International Inc • Services-prepackaged software • 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 City time) on _______, 20281 (the “Termination Date”) but not thereafter, to subscribe for and purchase from BIO-key International, Inc., a company incorporated under the laws of the State of Delaware (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 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 registered holder
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 26th, 2023 • Bio Key International Inc • Services-prepackaged software • New York
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 26th, 2023 • Bio Key International Inc • Services-prepackaged software • New York
WARRANT AGENCY AGREEMENT (“Warrant Agreement”) made as of [_____] (“Issuance Date”), between BIO-key International, Inc., a Delaware corporation, with offices at 3349 Highway 138, Building A, Suite E, Wall, NJ 07719 (“Company”), and Broadridge Corporate Issuer Solutions, Inc., with offices at 51 Mercedes Way, Edgewood, NY 11717 (“Warrant Agent”).
