CORTEX PHARMACEUTICALS, INC. 7,075,000 Shares Warrants to Purchase 2,830,000 Shares Common Stock ($0.001 Par Value) PLACEMENT AGENCY AGREEMENTCortex Pharmaceuticals Inc/De/ • August 27th, 2007 • Pharmaceutical preparations • New York
The undersigned, Cortex Pharmaceuticals, Inc., a Delaware corporation (the “Company”), desires to engage JMP Securities LLC as lead placement agent (the “Lead Placement Agent”) and Rodman & Renshaw, LLC as co-placement agent (together with the Lead Placement Agent, the “Placement Agents”), as set forth herein, in connection with the issuance and sale of the Securities (as defined below). The Lead Placement Agent is acting as the representative of the Placement Agents.
Subscription AgreementSubscription Agreement • August 27th, 2007 • Cortex Pharmaceuticals Inc/De/ • Pharmaceutical preparations
This subscription (this “Subscription”) is dated August 24, 2007, by and between the investor identified on the signature page hereto (the “Investor”) and Cortex Pharmaceuticals, Inc., a Delaware corporation (the “Company”), whereby the parties agree as follows:
