WARRANT AGENCY AGREEMENTWarrant Agency Agreement • November 16th, 2018 • Sonoma Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
WARRANT AGENCY AGREEMENT, dated as of November [●], 2018 (“Agreement”), among Sonoma Pharmaceuticals, Inc., a Delaware corporation (the “Company”) and Computershare, Inc., a Delaware corporation, and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company (collectively, the “Warrant Agent”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 16th, 2018 • Sonoma Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This letter (this “Agreement”) constitutes the agreement between Sonoma Pharmaceuticals Inc., a Delaware corporation (the “Company”), and Dawson James Securities, Inc. (“Dawson” or the “Placement Agent”) pursuant to which Dawson shall serve as the exclusive placement agent (the “Services”) for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that Dawson’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Dawson to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Dawson placing the Securities.
