PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Upexi, Inc.Security Agreement • May 15th, 2023 • Upexi, Inc. • Medicinal chemicals & botanical products
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [____] or his, her 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 November 8, 2023 (the “Initial Exercise Date”)1 and on or prior to 5:00 p.m. (New York City time) on May 16, 2028 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Upexi, Inc., 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 being issued pursuant to that certain Placement Agency Agreement, dated as of May 12, 2023, by and among A.G.P./Alliance Global Partners, Paulson Investment Company, LLC and the Company.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 15th, 2023 • Upexi, Inc. • Medicinal chemicals & botanical products • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 11, 2023, between Upexi, Inc., 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”).
ContractPlacement Agency Agreement • May 15th, 2023 • Upexi, Inc. • Medicinal chemicals & botanical products • New York
This letter agreement (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners and Paulson Investment Company, LLC, as co-lead placement agents (each a “Placement Agent” and collectively the “Placement Agents”), and Upexi, Inc., a Nevada corporation (the “Company”), that the Placement Agents shall serve as the exclusive lead co-placement agents for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of the Company’s shares of common stock, par value $0.001 per share (“Common Stock”). The shares of Common Stock actually placed by the Placement Agents are referred to herein as the “Placement Agent Securities.” The shares of Common Stock shall be offered and sold under the Company’s registration statement on Form S-3 (File No. 333-266000), which was declared effective by the Securities and Exchange Commission (the “Commission”) on July 12, 2022. This Agreement and the documents executed and delivered by
