REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 5th, 2017 • Akers Biosciences Inc • In vitro & in vivo diagnostic substances
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 30, 2017, between Akers Biosciences, Inc., a New Jersey corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT AKERS BIOSCIENCES, INC.Common Stock Purchase Warrant • April 5th, 2017 • Akers Biosciences Inc • In vitro & in vivo diagnostic substances
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 six-month anniversary of the Closing Date (the “Initial Exercise Date”) and on or prior to the close of business on the five-year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Akers Biosciences, Inc., a New Jersey 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 5th, 2017 • Akers Biosciences Inc • In vitro & in vivo diagnostic substances • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 30, 2017, between Akers Biosciences, Inc., a New Jersey corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
FORM OF PLACEMENT AGENT WARRANT]Placement Agent Warrant • April 5th, 2017 • Akers Biosciences Inc • In vitro & in vivo diagnostic substances
THIS WARRANT TO PURCHASE COMMON STOCK (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 ___________, 20173 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(f)(2)(G)(i), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the commencement of sales of the Offering (the “Termination Date”) but not thereafter, to subscribe for and purchase from Akers Biosciences, Inc., a New Jersey corporation (the “Company”), up to ______ shares4 of Common Stock, no par value (“Common Stock”), of the Company, 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).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • April 5th, 2017 • Akers Biosciences Inc • In vitro & in vivo diagnostic substances • New York
This Placement Agency Agreement (“Agreement”) sets forth the terms upon which Joseph Gunnar & Co., LLC (the “Placement Agent”) shall be engaged by Akers Biosciences, Inc., a corporation formed under the laws of the State of New Jersey (the “Company”), to act as exclusive placement agent in connection with the private placement (the “Offering”) of shares (the “Shares”) of the Company’s common stock, no par value (the “Common Stock”), and warrants to purchase Common Stock (the “Warrants”), directly to certain investors. The shares of Common Stock issuable upon exercise of the Warrants are collectively referred to herein as the “Warrant Shares.” The Shares, the Warrants and the Warrant Shares are collectively referred to herein as the “Securities.”
