Bio-Path Holdings Inc Sample Contracts

Bio-Path Holdings Inc – FIRST AMENDMENT TO LEASE AGREEMENT (June 4th, 2019)

This First Amendment to Lease Agreement is made and entered by and between NORVIN PIN OAK NORTH LLC, NORVIN PIN OAK NORTH II LLC, NORVIN PIN OAK NORTH III LLC, NORVIN PIN OAK NORTH IV LLC, NORVIN PIN OAK NORTH V LLC, and NORVIN PIN OAK NORTH VI LLC, each a Delaware limited liability company (collectively the “Lessor”) and BIO-PATH HOLDINGS, INC., a Delaware corporation (hereinafter the “Lessee”).

Bio-Path Holdings Inc – PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Bio-Path Holdings, Inc. (March 19th, 2019)

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 following the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 18, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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 being issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of December 13, 2018.

Bio-Path Holdings Inc – SECURITIES PURCHASE AGREEMENT (March 13th, 2019)

This Securities Purchase Agreement (this “Agreement”) is dated as of March 12, 2019, between Bio-Path Holdings, 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”).

Bio-Path Holdings Inc – PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Bio-Path Holdings, Inc. (March 13th, 2019)

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 following the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 12, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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 being issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of March 11, 2018.

Bio-Path Holdings Inc – STRICTLY CONFIDENTIAL Bio-Path Holdings, Inc. 4710 Bellaire Boulevard, Suite 210 Bellaire, Texas 77401 Attn: Peter H. Nielsen, President and Chief Executive Officer (March 13th, 2019)

This letter agreement (this “Agreement”) constitutes the agreement between Bio-Path Holdings, Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”), that Wainwright shall serve as the exclusive agent, advisor or underwriter in any offering (including, without limitation, any public offering within the meaning of a public offering under rules, guidance and interpretative material of the Nasdaq Stock Market) (each, an “Offering”) of securities of the Company (the “Securities”) during the Term (as hereinafter defined) of this Agreement. The terms of each Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and Wainwright and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright’s assistance in an Offering will be subject to the satisfactory completion of such inv

Bio-Path Holdings Inc – SERIES A COMMON STOCK PURCHASE WARRANT Bio-Path Holdings, Inc. (January 22nd, 2019)

THIS SERIES A 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 following the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________ (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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).

Bio-Path Holdings Inc – SECURITIES PURCHASE AGREEMENT (January 22nd, 2019)

This Securities Purchase Agreement (this “Agreement”) is dated as of January 18, 2019, between Bio-Path Holdings, 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”).

Bio-Path Holdings Inc – UNDERWRITER COMMON STOCK PURCHASE WARRANT Bio-Path Holdings, Inc. (January 16th, 2019)

THIS UNDERWRITER 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 following the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 14, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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 being issued pursuant to that certain Underwriting Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of January 14, 2019.

Bio-Path Holdings Inc – Bio-Path Holdings, Inc. 8,592,308 Shares of Common Stock (par value $0.001 per share) Underwriting Agreement (January 16th, 2019)

Bio-Path Holdings, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 8,592,308 shares of its common stock, par value $0.001 per share (the “Shares”). The 8,592,308 Shares to be sold by the Company are called the “Offered Shares.” H.C. Wainwright & Co., LLC (“Wainwright”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or the plural, as the context requires.

Bio-Path Holdings Inc – CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF BIO-PATH HOLDINGS, INC. (a Delaware corporation) (January 16th, 2019)

Bio-Path Holdings, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows:

Bio-Path Holdings Inc – PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Bio-Path Holdings, Inc. (November 14th, 2018)

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 following the six (6) months anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 20, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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 being issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of July 25, 2

Bio-Path Holdings Inc – SECURITIES PURCHASE AGREEMENT (September 21st, 2018)

This Securities Purchase Agreement (this “Agreement”) is dated as of September 20, 2018, between Bio-Path Holdings, 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”).

Bio-Path Holdings Inc – STRICTLY CONFIDENTIAL Bio-Path Holdings, Inc. 4710 Bellaire Boulevard, Suite 210 Bellaire, Texas 77401 Attn: Peter H. Nielsen, President and Chief Executive Officer (September 21st, 2018)

This letter agreement (this “Agreement”) constitutes the agreement between Bio-Path Holdings, Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”), that Wainwright shall serve as the exclusive agent, advisor or underwriter in any offering (each, an “Offering”) of securities of the Company (the “Securities”) during the Term (as hereinafter defined) of this Agreement. The terms of each Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and Wainwright and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright’s assistance in an Offering will be subject to the satisfactory completion of such investigation and inquiry into the affairs of the Company as Wainwright deems appropriate under the circumstances and to the receipt of all internal approvals of Wainwright

Bio-Path Holdings Inc – PRE-FUNDED COMMON STOCK PURCHASE WARRANT Bio-Path Holdings, Inc. (September 21st, 2018)

THIS PRE-FUNDED 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 of the date hereof (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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).

Bio-Path Holdings Inc – SERIES A COMMON STOCK PURCHASE WARRANT Bio-Path Holdings, Inc. (September 21st, 2018)

THIS SERIES A 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 following the six (6) months anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________ (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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).

Bio-Path Holdings Inc – COMMON STOCK PURCHASE WARRANT bio-path holdings, inc. (April 2nd, 2018)

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”), dated as of November 6, 2017, certifies that, for value received, Roth Capital Partners, LLC 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 May 6, 2018 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on May 3, 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), up to 160,000 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).

Bio-Path Holdings Inc – CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF BIO-PATH HOLDINGS, INC. (a Delaware corporation) (February 9th, 2018)

Bio-Path Holdings, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows:

Bio-Path Holdings Inc – BIO-PATH HOLDINGS, INC. 2017 STOCK INCENTIVE PLAN (December 27th, 2017)

Effective October 23, 2017, the Board of Directors of Bio-Path Holdings, Inc., a Delaware corporation, adopted this Bio-Path Holdings, Inc. 2017 Stock Incentive Plan, subject to the approval of the stockholders in accordance with the bylaws of Bio-Path Holdings, Inc.

Bio-Path Holdings Inc – BIO-PATH HOLDINGS, INC. 2017 STOCK INCENTIVE PLAN RESTRICTED SHARE UNIT AWARD AGREEMENT (December 27th, 2017)

This Restricted Share Unit Award Agreement (the “Agreement”) is made and entered into as of the award date set forth below (the “Award Date”) by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2017 Stock Incentive Plan (the “Plan”).

Bio-Path Holdings Inc – BIO-PATH HOLDINGS, INC. 2017 STOCK INCENTIVE PLAN (December 27th, 2017)

This Incentive Stock Option Award Agreement (the “Agreement”) is made and entered into as of the award date set forth below (the “Award Date”) by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2017 Stock Incentive Plan (the “Plan”).

Bio-Path Holdings Inc – BIO-PATH HOLDINGS, INC. 2017 STOCK INCENTIVE PLAN RESTRICTED SHARE AWARD AGREEMENT (December 27th, 2017)

This Restricted Share Award Agreement (the “Agreement”) is made and entered into as of the award date set forth below (the “Award Date”) by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company's 2017 Stock Incentive Plan (the “Plan”).

Bio-Path Holdings Inc – BIO-PATH HOLDINGS, INC. 2017 STOCK INCENTIVE PLAN RESTRICTED SHARE UNIT AWARD AGREEMENT (December 27th, 2017)

This Restricted Share Unit Award Agreement (the “Agreement”) is made and entered into as of the award date set forth below (the “Award Date”) by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2017 Stock Incentive Plan (the “Plan”).

Bio-Path Holdings Inc – BIO-PATH HOLDINGS, INC. 2017 STOCK INCENTIVE PLAN (December 27th, 2017)

This Non-Qualified Stock Option Award Agreement (the “Agreement”) is made and entered into as of the award date set forth below (the “Award Date”) by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2017 Stock Incentive Plan (the “Plan”).

Bio-Path Holdings Inc – BIO-PATH HOLDINGS, INC. 2017 STOCK INCENTIVE PLAN (December 27th, 2017)

This Stock Appreciation Right Award Agreement (the “Agreement”) is made and entered into as of the award date set forth below (the “Award Date”) by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2017 Stock Incentive Plan (the “Plan”).

Bio-Path Holdings Inc – PLACEMENT AGENCY AGREEMENT (November 6th, 2017)
Bio-Path Holdings Inc – [Form of Warrant] (November 6th, 2017)

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”), dated as of November __, 2017, 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 November __, 2017 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November __, 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, 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).

Bio-Path Holdings Inc – SECURITIES PURCHASE AGREEMENT (November 6th, 2017)

This Securities Purchase Agreement (this “Agreement”) is dated as of November 3, 2017, between Bio-Path Holdings, 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”).

Bio-Path Holdings Inc – Bio-Path Holdings Receives Notice of Allowance for Key U.S. Composition of Matter Patent Further Protects Company’s Proprietary Liposomal Delivery and Antisense Technology (July 20th, 2017)

HOUSTON—July 19, 2017 – Bio-Path Holdings, Inc., (NASDAQ: BPTH), a biotechnology company leveraging its proprietary DNAbilize™ liposomal delivery and antisense technology to develop a portfolio of targeted nucleic acid cancer drugs, today announced that the United States Patent and Trademark Office has issued a notice of allowance for claims related to the Company’s proprietary liposomal delivery and antisense technology, DNAbilize™, including its use in the treatment of cancers, autoimmune diseases and infectious diseases.

Bio-Path Holdings Inc – AMENDMENT TO COMMON STOCK PURCHASE WARRANT (June 19th, 2017)

This Amendment to Common Stock Purchase Warrant (this “Amendment”) is dated as of June 13, 2017, by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”) and _____________________ (the “Holder”).

Bio-Path Holdings Inc – FIRST AMENDED AND RESTATED BYLAWS OF BIO-PATH HOLDINGS, INC. (June 7th, 2017)
Bio-Path Holdings Inc – WARRANT EXERCISE AGREEMENT (May 22nd, 2017)

This Warrant Exercise Agreement (this “Agreement”), dated as of May [ ], 2017, is by and between Bio-Path Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned holder (the “Holder”) of a warrant to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), issued by the Company, which warrant is exercisable at an exercise price (the “Exercise Price”) of $[ ] per share (the “Original Warrant”).

Bio-Path Holdings Inc – COMMON STOCK PURCHASE WARRANT BIO-PATH HOLDINGS, INC. (May 22nd, 2017)

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 “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, 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).

Bio-Path Holdings Inc – COMMON STOCK PURCHASE WARRANT BIO-PATH HOLDINGS, INC. (August 9th, 2016)

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 after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bio-Path Holdings, 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).

Bio-Path Holdings Inc – Bio-Path Holdings Announces Collaboration With Thomas Jefferson University for Systemic Antisense Immunotherapy Treatment for Brain Cancer Sponsored Research Agreement will Evaluate DNAbilize™ Technology as a Cancer Vaccine to Activate Patients’ Immune Systems to Fight Cancer (July 1st, 2016)

HOUSTON—June 28, 2016 – Bio-Path Holdings, Inc., (NASDAQ: BPTH), a biotechnology company leveraging its proprietary DNAbilize™ liposomal delivery and antisense technology to develop a portfolio of targeted nucleic acid drugs, today announced that it has entered into a sponsored research agreement with Thomas Jefferson University to investigate DNAbilize™ antisense DNA technology for the development of a brain cancer immunotherapy that works by activating the patient’s own immune system to fight their cancer.

Bio-Path Holdings Inc – SECURITIES PURCHASE AGREEMENT (June 30th, 2016)

This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2016, between Bio-Path Holdings, 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”).