COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC.Ensysce Biosciences, Inc. • February 14th, 2024 • 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [August 14, 2025 / May 12, 2028] (the “Termination Date”), but not thereafter, to subscribe for and purchase from Ensysce Biosciences, Inc., a Delaware 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).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT ENSYSCE BIOSCIENCES, INC.Ensysce Biosciences, Inc. • February 14th, 2024 • Pharmaceutical preparations • New York
THIS PLACEMENT AGENT 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 May 12, 2028 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Ensysce Biosciences, Inc., a Delaware 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 issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of December 14, 2023.
WAIVER UNDER THE SECURITIES PURCHASE AGREEMENT DATED OCTOBER 23, 2023Securities Purchase Agreement • February 14th, 2024 • Ensysce Biosciences, Inc. • Pharmaceutical preparations
This Waiver under the Securities Purchase Agreement dated October 23, 2023 (this “Waiver”) is entered into effective as of this 12th day of February 2024 (the “Effective Date”) by and among Ensysce Biosciences, Inc., a Delaware corporation (the “Company”) and each purchaser under the Securities Purchase Agreement, as defined below (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”), whose signatures are set forth on the signature pages hereto. Capitalized terms not otherwise defined in this Waiver shall have the meanings given to them in the Securities Purchase Agreement, dated as of October 23, 2023 (the “Securities Purchase Agreement”), by and among the Company and the Purchasers.
