SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 18th, 2019 • Quantum Computing Inc. • Services-prepackaged software • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of _________, 20__, by and between QUANTUM COMPUTING INC., a Delaware corporation, with headquarters located at 215 Depot Court SE, Suite 215, Leesburg, VA 20175 (the “Company”), and _____________, a __________________, with its address at ____________________________________ (the “Buyer”).
COMMON STOCK PURCHASE WARRANT Quantum Computing INC.Quantum Computing Inc. • August 3rd, 2020 • Services-prepackaged software
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” or the “Issue Date”) and on or prior to the close of business on the five (5) year anniversary of the Issue Date (the “Termination Date”), provided that, if such date is not a Trading Day, the Termination Date should be the immediately following Trading Day, but not thereafter, to subscribe for and purchase from Quantum Computing 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). For purposes of this Warrant, Trading Day shall mean a day on which the principa
COMMON STOCK PURCHASE WARRANT Quantum Computing INC.Common Stock Purchase Warrant • November 13th, 2020 • Quantum Computing Inc. • Services-prepackaged software
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” or the “Issue Date”) and on or prior to the close of business on the five (5) year anniversary of the Issue Date (the “Termination Date”), provided that, if such date is not a Trading Day, the Termination Date should be the immediately following Trading Day, but not thereafter, to subscribe for and purchase from Quantum Computing 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). For purposes of this Warrant, Trading Day shall mean a day on which
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 18th, 2019 • Quantum Computing Inc. • Services-prepackaged software • Delaware
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of __________, 20__, by and between QUANTUM COMPUTING INC., a Delaware corporation (the “Company”), and ______________________________, a __________________________________ (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the securities purchase agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT QUANTUM COMPUTING INC.Common Stock Purchase Warrant • October 18th, 2019 • Quantum Computing Inc. • Services-prepackaged software • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the $__________ convertible promissory note to the Holder (as defined below) of even date) (the “Note”), __________________, a ___________________________________________ (including any permitted and registered 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 of issuance hereof, to purchase from Quantum Computing Inc., a Delaware corporation (the “Company”), up to _________ shares of Common Stock (as defined below) (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated __________, 20__, by and among
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • May 8th, 2020 • Quantum Computing Inc. • Services-prepackaged software • Kansas
THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of _____, 2020 (the “Execution Date”), by and between Quantum Computing Inc., a Delaware corporation (the “Company”), and Oasis Capital, LLC, a Puerto Rico limited liability company (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 17th, 2021 • Quantum Computing Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November ___, 2021, between Quantum Computing Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Registration Rights AgreementRegistration Rights Agreement • November 17th, 2021 • Quantum Computing Inc. • Services-prepackaged software • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of November 10, 2021, among Quantum Computing Inc., a Delaware corporation (the “Company”) and each of the persons who have executed omnibus signature page(s) hereto (each, a “Subscriber” and, collectively, the “Subscribers”).
COMMON STOCK PURCHASE WARRANT QUANTUM COMPUTING INC.Quantum Computing Inc. • May 8th, 2020 • Services-prepackaged software • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the funding of that certain convertible promissory note dated _____, 2020, in the original principal amount of $563,055.00 issued by the Company (as defined below) to the Lender (as defined below)) (the “Note”), Oasis Capital, LLC, a Puerto Rico limited liability company (the “Lender” and including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time during the Exercise Period, to purchase from Quantum Computing Inc., a Delaware corporation (the “Company”), up to 187,685 shares of Common Stock (as defined below) (the “Warrant Shares”) at the Exercise Price per share then in effect. The number of Warrant Shares for which this Warrant may be exercised is subject to adjustment in accordance with the terms hereof. This Warrant is issued by the Company as of the d
COMMON STOCK PURCHASE WARRANTQuantum Computing Inc. • November 17th, 2021 • Services-prepackaged software
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 that is six (6) months following the date hereof and on or prior to the close of business on the second year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Quantum Computing Inc., a Delaware corporation (the “Company”), up to ____________ shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant issued pursuant to a Securities Purchase Agreement (the “Purchase Agreement”), dated as of the Issuance Date, entered into between the Company and the Purchasers, including the Holder.
Note Purchase AgreementNote Purchase Agreement • September 28th, 2022 • Quantum Computing Inc. • Services-prepackaged software • Utah
This Note Purchase Agreement (this “Agreement”), dated as of September 23, 2022, is entered into by and between Quantum Computing Inc., a Delaware corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 8th, 2020 • Quantum Computing Inc. • Services-prepackaged software • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _____, 2020 (the “Execution Date”), is entered into by and between QUANTUM COMPUTING INC., a Delaware corporation (the “Company”), and OASIS CAPITAL, LLC, a Puerto Rico limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Equity Purchase Agreement by and between the parties hereto, dated as of the Execution Date (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
QUANTUM COMPUTING INC. 215 Depot Court, SE Leesburg, VA 20175 EMPLOYMENT AGREEMENTEmployment Agreement • January 3rd, 2022 • Quantum Computing Inc. • Services-prepackaged software • Virginia
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made effective as of the 3rd day of January, 2022 (the “Effective Date”), between William J. McGann (“Executive”) and Quantum Computing Inc. (the “Company”), a Delaware corporation.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 8th, 2020 • Quantum Computing Inc. • Services-prepackaged software • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of ______, 2020, (the “Execution Date”), is entered into by and between QUANTUM COMPUTING INC., a Delaware corporation (the “Company”), and OASIS CAPITAL, LLC, a Puerto Rico limited liability company (the “Buyer”).
REGISTRATION RIGHTS AND LOCK-UP AGREEMENTRegistration Rights and Lock-Up Agreement • June 21st, 2022 • Quantum Computing Inc. • Services-prepackaged software • New York
THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (this “Agreement”), dated as of [__], 2022, is made and entered into by and among Quantum Computing Inc., a Delaware corporation (the “Company”), and certain parties set forth on Schedule 1 hereto (collectively with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 or Section 6.11 of this Agreement, the “Holders” and each, a “Holder”). Capitalized terms used but not otherwise defined herein shall have the meanings given such terms in the Merger Agreement (as defined below).
SECOND AMENDMENT TO COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • June 2nd, 2020 • Quantum Computing Inc. • Services-prepackaged software
This Second Amendment to Common Stock Purchase Warrant (“Second Amendment”), is made and entered into effective as of May 28, 2020 (the “Effective Date”), by and between Quantum Computing Inc., a Delaware corporation (the “Company”), and Auctus Fund, LLC, a Delaware limited liability company (“Auctus”). Capitalized terms used but not otherwise defined herein shall have the same meanings as set forth in the Warrants (as defined below).
AMENDMENT TO COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • February 25th, 2020 • Quantum Computing Inc. • Services-prepackaged software
This Amendment to Common Stock Purchase Warrant (“Amendment”), is made and entered into effective as of February 14, 2020 (the “Effective Date”), by and between Quantum Computing Inc., a Delaware corporation (the “Company”), and Auctus Fund, LLC, a Delaware limited liability company (“Auctus”). Capitalized terms used but not otherwise defined herein shall have the same meanings as set forth in the Warrants (as defined below).
QUANTUM COMPUTING INC. 215 Depot Court, SE Leesburg, VA 20175 EMPLOYMENT AGREEMENTEmployment Agreement • June 21st, 2022 • Quantum Computing Inc. • Services-prepackaged software • New Jersey
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of the 15 day of June, 2022 (the “Effective Date”), between Dr. Yuping Huang (“Executive”) and Quantum Computing Inc. (the “Company”), a Delaware corporation.
STOCKHOLDERS AGREEMENT DATED AS OF [●], 2022 AMONG QUANTUM COMPUTING INC. AND THE OTHER PARTIES HERETOStockholders Agreement • June 21st, 2022 • Quantum Computing Inc. • Services-prepackaged software • Delaware
This Stockholders Agreement (this “Agreement”) is entered into as of [●], 2022 by and among Quantum Computing Inc., a Delaware corporation (the “Company”) and each of the stockholders set forth on Exhibit A (each a “Stockholder”) attached hereto and incorporated by reference herein.
First Amendment to At the Market Issuance Sales AgreementMarket Issuance Sales Agreement • August 21st, 2023 • Quantum Computing Inc. • Services-prepackaged software
This First Amendment to At the Market Issuance Sales Agreement (this “Amendment”) is entered into on ___, 2023 (the “Effective Date”) by and between Ascendiant Capital Markets, LLC (the “Agent”), and Quantum Computing, Inc. (the “Company”). Defined terms used herein have the definitions assigned to them in the At the Market Issuance Sales Agreement between the parties dated December 5, 2022 (the “Offering Agreement”). Unless specifically amended or modified herein, the other terms of the Offering Agreement remain in full force and effect, not amended or modified, as of the date hereof.
EMPLOYMENT AGREEMENTEmployment Agreement • June 26th, 2023 • Quantum Computing Inc. • Services-prepackaged software • Virginia
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of the 26 day of June, 2023 (the “Effective Date”), between Christopher Boehmler (“Executive”) and Quantum Computing Inc. (the “Company”), a Delaware corporation.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • April 1st, 2024 • Quantum Computing Inc. • Services-prepackaged software • Virginia
This Separation Agreement and General Release (the “Agreement”) is entered into by and between Quantum Computing Inc. (referred to throughout this Agreement as “Employer” or “Company”) and Robert Liscouski (“Employee”). The term “Party” or “Parties” as used herein shall refer to Employer, Employee, or both, as may be appropriate.
QUANTUM COMPUTING INC. Leesburg, VA 20175 EMPLOYMENT AGREEMENTEmployment Agreement • January 9th, 2019 • Quantum Computing Inc.
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of this 23rd day of July 2018 (the “Effective Date”), between Richard E. Malinowski (“Executive”) and Quantum Computing Inc. (the “Company”), a Delaware corporation.
QUANTUM COMPUTING INC. March 1, 2018Letter Agreement • January 9th, 2019 • Quantum Computing Inc. • Virginia
This letter agreement (this “Agreement”) sets forth the terms and conditions whereby you agree to provide certain services to Quantum Computing Inc. a Delaware corporation (the “Company”).
AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 17th, 2021 • Quantum Computing Inc. • Services-prepackaged software
This Amendment to Securities Purchase Agreement (“Amendment”), is made and entered into effective as of December __,2021 (the “Effective Date”), by and between Quantum Computing Inc., a Delaware corporation (the “Company”), and __________________________________________, (“Investor”). Capitalized terms used but not otherwise defined herein shall have the same meanings as set forth in the Warrants (as defined below).
QUANTUM COMPUTING INC. SUBSCRIPTION AND INVESTOR’S REPRESENTATION AGREEMENT DATED: MARCH 1, 2018Subscription Agreement • January 9th, 2019 • Quantum Computing Inc. • Delaware
THIS SUBSCRIPTION AND INVESTOR’S REPRESENTATION AGREEMENT (THE “SUBSCRIPTION AGREEMENT”) RELATES TO AN OFFERING AND SALE (THE “OFFERING”) BY QUANTUM COMPUTING INC., A DELAWARE CORPORATION (THE “COMPANY”) OF 200,000,000 MILLION SHARES OF THE COMPANY’S COMMON STOCK, PAR VALUE $0.0001 (THE “SHARES”) AT AN OFFERING PRICE OF $0.002 PER SHARE. THE OFFERING BY THE COMPANY IS BEING MADE: (ii) PURSUANT TO REGULATION D PROMULGATED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE “SEC”) UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”); (ii) TO ONE OR MORE “ACCREDITED INVESTORS” (AS THAT TERM IS DEFINED IN RULE 501 OF REGULATION D PROMULGATED BY THE SEC UNDER THE ACT.
QUANTUM COMPUTING INC. SUBSCRIPTION AGREEMENT DATED: AUGUST __, 2018Subscription Agreement • January 9th, 2019 • Quantum Computing Inc. • Virginia
THIS SUBSCRIPTION AND INVESTOR’S REPRESENTATION AGREEMENT (THE “SUBSCRIPTION AGREEMENT”) RELATES TO AN OFFERING AND SALE (THE “OFFERING”) BY QUANTUM COMPUTING, INC., A DELAWARE CORPORATION (THE “COMPANY”) OF 8% CONVERTIBLE PROMISSORY NOTES IN THE AGGREGATE PRINCIPAL AMOUNT OF UP TO $15,000,000 (THE “NOTES”). THE NOTES CONVERT INTO SHARES OF THE COMPANY’S COMMON STOCK, PAR VALUE $0.0001 (THE “SHARES”).
ESCROW AND EXCHANGE AGENT AGREEMENTEscrow and Exchange Agent Agreement • June 21st, 2022 • Quantum Computing Inc. • Services-prepackaged software • Delaware
THIS ESCROW AND EXCHANGE AGENT AGREEMENT (this “Agreement”) is made as of June 16, 2022, by and among Quantum Computing Inc., a Delaware corporation (“Parent”), Yuping Huang, solely in his capacity as Holder’s Agent (“Holder’s Agent”), and Worldwide Stock Transfer, LLC, as exchange agent (the “Exchange Agent”) and as escrow agent (the “Escrow Agent”). Capitalized terms used but not defined herein shall have the meanings set forth in the Merger Agreement (as defined below).
QUANTUM COMPUTING INC. 215 Depot Court, SE Leesburg, VA 20175 EMPLOYMENT AGREEMENTEmployment Agreement • April 30th, 2021 • Quantum Computing Inc. • Services-prepackaged software • Virginia
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of this 29th day of April, 2021 (the “Effective Date”), between David Morris (“Employee”) and Quantum Computing Inc. (the “Company”), a Delaware corporation.
REDEMPTION AND WAIVER AGREEMENTRedemption and Waiver Agreement • March 25th, 2024 • Quantum Computing Inc. • Services-prepackaged software • Delaware
THIS REDEMPTION AND WAIVER AGREEMENT (this “Agreement”) is made and entered into effective as of March , 2024 (the “Effective Date”) by and between QUANTUM COMPUTING INC., a Delaware corporation (the “Company”), and the undersigned individuals (individually each a “Shareholder” and collectively “Shareholders”).
July 1, 2023Letter Agreement • April 1st, 2024 • Quantum Computing Inc. • Services-prepackaged software
This letter agreement (this “Agreement”) sets forth the terms and conditions whereby Chris Roberts (“You” or “Your”) agree to provide certain services to Quantum Computing Inc., a Delaware corporation (the “Company”).
AMENDMENT TO COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • December 17th, 2021 • Quantum Computing Inc. • Services-prepackaged software
This Amendment to Common Stock Purchase Warrant (“Amendment”), is made and entered into effective as of December __, 2021 (the “Effective Date”), by and between Quantum Computing Inc., a Delaware corporation (the “Company”), and ____________________________________, (“Holder”). Capitalized terms used but not otherwise defined herein shall have the same meanings as set forth in the Warrants (as defined below).
QUANTUM COMPUTING INC. SUBSCRIPTION AND INVESTOR’S REPRESENTATION AGREEMENT DATED: MARCH 15, 2018Quantum Computing Inc. • January 9th, 2019 • Virginia
THIS SUBSCRIPTION AND INVESTOR’S REPRESENTATION AGREEMENT (THE “SUBSCRIPTION AGREEMENT”) RELATES TO AN OFFERING AND SALE (THE “OFFERING”) BY QUANTUM COMPUTING INC., A DELAWARE CORPORATION (THE “COMPANY”) OF 8% CONVERTIBLE PROMISSORY NOTES IN THE AGGREGATE PRINCIPAL AMOUNT OF UP TO $5,000,000 (THE “NOTES”). THE NOTES ARE CONVERTIBLE ON A MANDATORY BASIS INTO SHARES OF THE COMPANY’S COMMON STOCK, PAR VALUE $0.0001 (THE "SHARES”) AFTER THE IMPLEMENTATION OF A REVERSE SPLIT OF THE COMPANY’S SHARES ON A ONE-FOR-TWO HUNDRED (1:200) BASIS.
SECURITIES PURCHASE AGREEMENT INSTRUCTIONSSecurities Purchase Agreement • November 13th, 2020 • Quantum Computing Inc. • Services-prepackaged software • New York
By accepting delivery of this Securities Purchase Agreement, you agree to return it and all related documents you receive to Quantum Computing Inc. if you decide not to subscribe to purchase the securities offered. Distribution of the subscription materials to any person other than the person named above (or to individuals retained to advise him, her or it with respect thereto) is unauthorized, and any reproduction thereof or the divulgence of any of their contents without the prior written consent of Quantum Computing Inc. is prohibited.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • April 1st, 2024 • Quantum Computing Inc. • Services-prepackaged software • Virginia
This Separation Agreement and General Release (the “Agreement”) is entered into by and between Quantum Computing Inc. (referred to throughout this Agreement as “Employer”) and Christopher Roberts (“Employee”). The term “Party” or “Parties” as used herein shall refer to Employer, Employee, or both, as may be appropriate.
