SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 12th, 2023 • SenesTech, Inc. • Agricultural chemicals • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 10, 2023, between SenesTech, 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 • February 2nd, 2021 • SenesTech, Inc. • Agricultural chemicals
The undersigned hereby provides the following information to the Company and represents and warrants that such information is accurate:
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT senestech, inc.SenesTech, Inc. • November 29th, 2023 • Agricultural chemicals • New York
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 on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 27, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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 issued pursuant to that certain Engagement Agreement by and between the Company and H.C. Wainwright & Co., LLC, dated as of August 29, 2022, as amended on October 21, 2022 and November 11, 2022.
COMMON STOCK PURCHASE WARRANT SENESTECH, INC.Common Stock Purchase Warrant • February 13th, 2020 • SenesTech, Inc. • Agricultural chemicals • New York
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”) and on or prior to 5:00 p.m. (New York City time) on ______________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 29th, 2023 • SenesTech, Inc. • Agricultural chemicals • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 27, 2023, between SenesTech, 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”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 23rd, 2021 • SenesTech, Inc. • Agricultural chemicals • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 19, 2021, between SenesTech, 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”).
SenesTech, Inc. and Transfer Online, Inc., as Warrant Agent Warrant Agency Agreement Dated as of August 13, 2018 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • August 14th, 2018 • SenesTech, Inc. • Agricultural chemicals • New York
WARRANT AGENCY AGREEMENT, dated as of August 13, 2018 (“Agreement”), between SenesTech, Inc., a Delaware corporation (the “Company”), and Transfer Online, Inc., an Oregon corporation (the “Warrant Agent”).
SERIES E COMMON STOCK PURCHASE WARRANT senestech, inc.SenesTech, Inc. • November 29th, 2023 • Agricultural chemicals • New York
THIS SERIES E 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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on May 29, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 21st, 2016 • SenesTech, Inc. • Agricultural chemicals • Delaware
This Indemnification Agreement (“Agreement”), dated as of ____________________, is by and between SenesTech, Inc., a Delaware corporation (the “Company”) and ____________ (the “Indemnitee”).
SENESTECH, INC. Warrant To Purchase Common StockSenesTech, Inc. • June 20th, 2018 • Agricultural chemicals • New York
SenesTech, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [PURCHASER], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined in Section 1(b)) then in effect, at any time or times on or after six months after the Issuance Date (the “Initial Exercisability Date”), but not after 11:59 p.m., Eastern time, on the Expiration Date, up to such number of fully paid and non-assessable shares of Common Stock equal to [________], subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Series [*] Warrant to Purchase Common Stock (including any warrants to purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the meanings set forth in
SENESTECH, INC. DEALER-MANAGER AGREEMENTDealer-Manager Agreement • July 23rd, 2018 • SenesTech, Inc. • Agricultural chemicals • New York
The following will confirm our agreement relating to the proposed rights offering (the “Rights Offering”) to be undertaken by SenesTech, Inc., a Delaware corporation (the “Company”), pursuant to which the Company will distribute to holders of record of its common stock, par value $0.001 per share (the “Common Stock”) and to holders of warrants issued to investors in November 2017 and June 2018 (the “Participating Warrants”), subscription rights (the “Rights”) to subscribe for up to an aggregate of [ ] units (the “Units”), each Unit consisting of one share of Common Stock (the “Rights Shares”) and one warrant representing the right to purchase one share of Common Stock (the “Rights Warrants” and the Rights Shares, the Rights Warrants and the shares of Common Stock issuable upon exercise of the Rights Warrants, the “Securities”), at a subscription price of $[ ] per Unit in cash (the “Subscription Price”).
SenesTech, Inc. Warrant To Purchase Common StockSenesTech, Inc. • November 8th, 2017 • Agricultural chemicals • Delaware
SenesTech, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [PURCHASER], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined in Section 1(b)) then in effect, at any time or times on or after the Issuance Date (the “Initial Exercisability Date”), but not after 11:59 p.m., Eastern time, on the Expiration Date, up to such number of fully paid and non-assessable shares of Common Stock equal to [________], subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Series [*] Warrant to Purchase Common Stock (including any warrants to purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the meanings set forth in Section 17. This
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT SENESTECH, INC.SenesTech, Inc. • March 23rd, 2021 • Agricultural chemicals • New York
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 on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 19, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, 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 letter, dated January 26, 2021, by and between the Company and H.C. Wainwright & Co., LLC.
PRE-FUNDED COMMON STOCK PURCHASE WARRANT SENESTECH, INC.SenesTech, Inc. • February 2nd, 2021 • Agricultural chemicals • New York
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 or after the date set forth above (the “Initial Exercise Date”) AND UNTIL THIS Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, 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).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT SENESTECH, INC.SenesTech, Inc. • February 13th, 2020 • Agricultural chemicals • New York
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 on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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 letter, dated as of January 22, 2020, by and between the Company and H.C. Wainwright & Co., LLC.
SENESTECH, INC. 5,400,000 Shares of Common Stock Warrants to Purchase up to 4,050,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 17th, 2017 • SenesTech, Inc. • Agricultural chemicals • Delaware
SenesTech, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”) , an aggregate of 5,400,000 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company and (ii) warrants (the “Firm Warrants”) to purchase up to an aggregate of 4,050,000 shares of Common Stock (the “Firm Warrant Shares”). The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional (i) 810,000 shares of Common Stock (the “Option Shares”) and warrants (the “Option Warrants”) to purchase up to an aggregate of 607,500 shares of Common Stock (the “Option Warrant Shares” and together with the Firm Warrant Shares, the “Warrant Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as t
ContractSenesTech, Inc. • August 14th, 2018 • Agricultural chemicals • New York
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.
COMMON STOCK PURCHASE WARRANT SENESTECH, INC.SenesTech, Inc. • March 6th, 2020 • Agricultural chemicals
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”) and on or prior to 5:00 p.m. (New York City time) on September 8, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, 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).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT SENESTECH, INC.SenesTech, Inc. • July 17th, 2019 • Agricultural chemicals
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 on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July 11, 2024 (the “Termination Date”), but not thereafter, to subscribe for and purchase from SenesTech, 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 9, 2019.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 24th, 2020 • SenesTech, Inc. • Agricultural chemicals • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 21, 2020, between SenesTech, 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”).
SENESTECH, INC. (a Delaware corporation) [●] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 21st, 2016 • SenesTech, Inc. • Agricultural chemicals • California
Restricted Stock Unit AgreementRestricted Stock Unit Agreement • December 21st, 2016 • SenesTech, Inc. • Agricultural chemicals • Delaware
This Restricted Stock Unit Agreement (this “Agreement”) is made and entered into as of [DATE] (the “Grant Date”) by and between SenesTech, Inc., a Delaware corporation (the “Company”) and [NAME] (the “Grantee”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT SENESTECH, INC.SenesTech, Inc. • February 13th, 2020 • Agricultural chemicals • New York
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 or the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
November 12, 2019 Dr. Cheryl Dyer Via Email Delivery Re: Separation Agreement Dear Cheryl:SenesTech, Inc. • March 17th, 2020 • Agricultural chemicals • Arizona
This letter sets forth the substance of the separation agreement (the “Agreement”) that SenesTech, Inc. (the “Company”) is offering to you to aid in your employment transition.
SenesTech, Inc. Flagstaff, AZ 86004SenesTech, Inc. • September 21st, 2016 • Agricultural chemicals • Arizona
SenesTech, Inc. (the “Company”) is pleased to offer you continued employment in the position of Chief Executive Officer on the following terms of this letter agreement (which is also sometimes referred to as the “Agreement”).
SENESTECH, INC. (a Delaware corporation) 1,875,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 14th, 2016 • SenesTech, Inc. • Agricultural chemicals • California
OFFICE LEASE by and between Pinnacle Campus Office-Retail, LLC, a South Carolina limited liability company, “Landlord” and SenesTech, Inc. “Tenant” November 18, 2019Office Lease • March 29th, 2022 • SenesTech, Inc. • Agricultural chemicals • Arizona
FORM OF SUBSCRIPTION AND INFORMATION AGENT AGREEMENTSubscription and Information Agent Agreement • July 16th, 2018 • SenesTech, Inc. • Agricultural chemicals • Pennsylvania
This Subscription and Information Agent Agreement (the “Agreement”) is entered into as of this _________ day of July by and between SenesTech, Inc., organized and existing under the laws of Delaware (the “Corporation”), and Broadridge Corporate Issuer Solutions, Inc., a corporation having its principal offices in Philadelphia, Pennsylvania (“Broadridge”).
NON-QUALFIED STOCK OPTION AGREEMENT UNDER THE SENESTECH, INC.Non-Qualfied Stock Option Agreement • August 3rd, 2016 • SenesTech, Inc. • Agricultural chemicals
THIS STOCK OPTION AGREEMENT is entered into this ___day of ______, 20xx between SenesTech, Inc., a Nevada corporation (the “Corporation” or “Grantor”) and ____________________________ (the “Grantee”), with respect to the following facts:
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT SENESTECH, INC.SenesTech, Inc. • March 6th, 2020 • Agricultural chemicals
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 on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 4, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, 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 letter, dated as of January 22, 2020, by and between the Company and H.C. Wainwright & Co., LLC.
MARKETING, SALES, AND DISTRIBUTION AGREEMENTMarketing, Sales, and Distribution Agreement • September 21st, 2016 • SenesTech, Inc. • Agricultural chemicals • Delaware
This Marketing, Sales, and Distribution Agreement (the “Agreement”) is effective September 26, 2015 (the “Effective Date”) by and between SenesTech. Inc., a Nevada corporation with its headquarters located at 3140 N. Caden Court, Suite 1, Flagstaff, AZ 86004, referred to herein as “SenesTech,” and NeoVenta Solutions. Inc., a California corporation with its principal office located at 461 S. Milpitas Blvd.. Suite 1, Milpitas. CA 95035, referred to herein as “NeoVenta.”
LEASEExtend Lease • August 3rd, 2016 • SenesTech, Inc. • Agricultural chemicals
This lease made and entered into December 20, 2011, by and between Caden Court, LLC herein called Owner, and SenesTech, Inc. herein called Tenant.
SERVICES AGREEMENTServices Agreement • September 21st, 2016 • SenesTech, Inc. • Agricultural chemicals • Delaware
The present SERVICES AGREEMENT (hereinafter the “Agreement”) is made effective as of this day of January 21, 2016 (the “Effective Date”), by and between SenesTech, Inc, 3140 N, Caden Court, Suite 1 Flagstaff, Arizona, United States (hereinafter “SenesTech”); Bioceres, Inc., a Delaware corporation and wholly-owned subsidiary of Bioceres S.A. with offices at Ocampo 210 Bis, Predio CCT, Rosario (2000), Argentina (hereinafter “Bioceres”) and INMETS.A., an Argentinean corporation with a registered office at Ocampo 210 bis, Rosario, Santa Fe, Argentina, (hereinafter “INMET) and jointly with SenesTech the Service Providers (hereinafter “Providers”).
SenesTech, inc. Flagstaff, AZ 86004SenesTech, Inc. • May 20th, 2019 • Agricultural chemicals • Arizona
SenesTech, inc. (the “Company”) is pleased to offer you employment in the position of Chief Executive Officer on the terms of this letter agreement (the “Agreement”). Your employment start date (“Start Date”) will be May 16, 2019.
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT SENESTECH, INC.SenesTech, Inc. • January 28th, 2020 • Agricultural chemicals
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 on or after six month following the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 23, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SenesTech, 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 letter, dated as of January 22, 2020, by and between the Company and H.C. Wainwright & Co., LLC.
