0001213900-24-113079 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 27th, 2024 • Inspira Technologies OXY B.H.N. LTD • Surgical & medical instruments & apparatus • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of December 27, 2024, between Inspira Technologies OXY B.H.N. Ltd., a company organized under the laws of the State of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

ORDINARY SHARE PURCHASE WARRANT INSPIRA TECHNOLOGIES OXY B.H.N. LTD.
Ordinary Share Purchase Warrant • December 27th, 2024 • Inspira Technologies OXY B.H.N. LTD • Surgical & medical instruments & apparatus

THIS ORDINARY SHARE 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 June [__] 20261 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Inspira Technologies OXY B.H.N. Ltd., a company organized under the laws of the State of Israel (the “Company”), up to [____} Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • December 27th, 2024 • Inspira Technologies OXY B.H.N. LTD • Surgical & medical instruments & apparatus • Florida
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT INSPIRA TECHNOLOGIES OXY B.H.N. LTD.
Pre-Funded Ordinary Security Agreement • December 27th, 2024 • Inspira Technologies OXY B.H.N. LTD • Surgical & medical instruments & apparatus

THIS PRE-FUNDED ORDINARY SHARE 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 Inspira Technologies OXY B.H.N. Ltd., a company organized under the laws of the State of Israel (the “Company”), up to [____] Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).