AZURRX BIOPHARMA, INC. SELLING AGENT AGREEMENTSelling Agent Agreement • April 3rd, 2019 • AzurRx BioPharma, Inc. • Pharmaceutical preparations • New York
AzurRx Biopharma, Inc., a corporation organized and existing under the laws of State of Delaware (the “Company”), proposes to issue and sell to the purchasers identified on Schedule A (each a “Purchaser” and collectively, the “Purchasers”), pursuant to the terms and conditions of this Selling Agent Agreement (this “Agreement”), up to an aggregate of $2,758,200.90 in shares (the “Shares”) of common stock, par value $0.0001, of the Company (“Common Stock”). The Company hereby confirms its agreement with Alexander Capital L.P. (the “Selling Agent”) to act as Selling Agent in accordance with the terms and conditions hereof.
Form of Selling Agent’s Warrant AgreementSelling Agent’s Warrant Agreement • April 3rd, 2019 • AzurRx BioPharma, Inc. • Pharmaceutical preparations • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT OR CAUSE IT TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THE PURCHASE WARRANT BY ANY PERSON FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) ALEXANDER CAPITAL, L.P. OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF ALEXANDER CAPITAL, L.P. OR OF ANY SELECTED DEALER AND IN ACCORDANCE WITH FINRA RULE 5110(G)(2).
