COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC.Ensysce Biosciences, Inc. • December 1st, 2022 • Pharmaceutical preparations • 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 [●], 2022 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [●]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), up to ______________2 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).
ENSYSCE BIOSCIENCES, INC. [●] Shares of Common Stock Pre-Funded Warrants to Purchase up to [●] Shares of Common Stock Warrants to Purchase up to [●] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 1st, 2022 • Ensysce Biosciences, Inc. • Pharmaceutical preparations
Ensysce Biosciences, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained in this Underwriting Agreement (the “Agreement”), to sell to you (the “Underwriter”), an aggregate of (i) [●] shares (the “Firm Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to an aggregate of [●] shares of Common Stock (the “Pre-Funded Warrant Shares”) and (iii) warrants (the “Firm Warrants”) to purchase up to an aggregate of [●] shares of Common Stock (the “Firm Warrant Shares”). The Firm Shares, the Pre-Funded Warrants, the Pre-Funded Warrant Shares, the Firm Warrants and the Firm Warrant Shares are collectively referred to as the “Firm Securities.” The Company also proposes to issue and sell to the Underwriter, upon the terms and conditions set forth herein, up to an additional (i) [●] shares of Common Stock (the “Option Shares”, and together with the
