COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • May 4th, 2015 • NeuroMetrix, Inc. • Surgical & medical instruments & apparatus • 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 the close of business on the seven year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from NeuroMetrix, 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).
NeuroMetrix, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • May 4th, 2015 • NeuroMetrix, Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, NeuroMetrix, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) to issue and sell to the underwriter or underwriters, as the case may be, named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters”), for whom Maxim Group LLC is acting as representative (in such capacity, the “Representative”), an aggregate of [·] units (the “Units”) of the Company’s securities. Each Unit consists of one share of the Company’s Series B convertible preferred stock, par value $0.001 per share ( “Preferred Stock”) and [·] warrants (each, a “Warrant”) with each Warrant representing the right to purchase [·] share[s] of the Company’s common stock, par value $0.0001 per share (“Common Stock”). The Preferred Stock shall have the rights, powers and preferences set forth in the certificate of designations to be dated [·], 2015 relating thereto (the “Certificate of Designations”). The shares of Common Stock issuable upon the
