ContractAeluma, Inc. • December 23rd, 2022 • Semiconductors & related devices
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD IN ACCORDANCE WITH RULE 144 UNDER SUCH ACT.
SUBSCRIPTION AGREEMENTSubscription Agreement • December 23rd, 2022 • Aeluma, Inc. • Semiconductors & related devices • New York
This Subscription Agreement (this “Agreement”) has been entered into by and between the purchaser set forth on the Omnibus Signature Page hereof (the “Purchaser”) and Aeluma, Inc., a Delaware corporation (the “Company”) in connection with the private placement offering (the “Offering”) by the Company.
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • December 23rd, 2022 • Aeluma, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of December 22, 2022 among Aeluma, Inc., a Delaware corporation (the “Company”), the persons who have purchased the Offering Shares (as defined below) and have executed omnibus or counterpart signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”), the persons or entities identified on Schedule 1 hereto holding Placement Agent Warrants (collectively, the “Brokers”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Subscription Agreement (as defined below).
