NOTE CANCELLATION AND AMENDMENT TO ASSET AND EQUITY INTERESTS PURCHASE AGREEMENTAsset and Equity Interests Purchase Agreement • July 31st, 2024 • Scorpius Holdings, Inc. • Pharmaceutical preparations • Delaware
This Note Cancellation and Amendment (this “Amendment”), effective as of the 30th day of July, 2024, of that certain 1% non-convertible promissory note, dated May 1, 2024, in the principal amount of $750,000 (the “Note”), issued by Seller to Buyer and to the Asset and Equity Interests Purchase Agreement (the “Agreement”), dated as of December 11, 2023, by and between Elusys Holdings Inc., a Delaware corporation (“Buyer”), and Scorpius Holdings, Inc. (formerly NightHawk Biosciences, Inc.), a Delaware corporation (“Seller”). Capitalized terms used herein without definition shall have the meanings assigned in the Agreement.
ASSET AND EQUITY INTERESTS PURCHASE AGREEMENT Dated as of December 11, 2023 Between NIGHTHAWK BIOSCIENCES, INC. And ELUSYS HOLDINGS INC.Asset and Equity Interests Purchase Agreement • December 12th, 2023 • NightHawk Biosciences, Inc. • Pharmaceutical preparations • Delaware
This Asset and Equity Interests Purchase Agreement (this “Agreement”) dated as of December 11, 2023 is entered into between Elusys Holdings Inc., a Delaware corporation (“Buyer”), and NightHawk Biosciences, Inc., a Delaware corporation (“Seller”). Buyer and Seller are sometimes individually referred to herein as a “Party” and are sometimes collectively referred to herein as the “Parties”. Certain capitalized terms used herein have the meanings ascribed to them in Section 1.1.
