REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 16th, 2020 • Can B Corp • Wholesale-drugs, proprietaries & druggists' sundries
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT CAN B CORP.Can B Corp • December 16th, 2020 • Wholesale-drugs, proprietaries & druggists' sundries
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 December 10, 2020 (the “Initial Exercise Date”) and on or prior to the close of business at 5:00 p.m. (New York City time) on December 10, 2023 (the “Termination Date) but not thereafter, to subscribe for and purchase from Can B Corp., a Florida 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).
ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE September 10, 2021Can B Corp • December 16th, 2020 • Wholesale-drugs, proprietaries & druggists' sundries • New York
THIS ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued debt obligation of Can B Corp., a Florida corporation (the “Company” or the “Borrower”), having its principal place of business at 960 South Broadway, Suite 120, Hicksville, NY 11801, designated as its Original Issue Discount Senior Secured Convertible Promissory Note due September 10, 2021 (the “Note”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 16th, 2020 • Can B Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of December 10, 2020, by and among Can B Corp., a Florida corporation (and together with all of its current and future, direct and/or indirect, wholly owned and/or partially owned Subsidiaries, collectively, the “Company”), and the Purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and, collectively, the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • December 16th, 2020 • Can B Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York
This SECURITY AGREEMENT, dated as of December 10, 2020 (this “Agreement”), is among Can B Corp., a Florida corporation (the “Company”), the Subsidiaries of the Company set forth on the signature pages hereto (such subsidiaries, the “Subsidiaries” and, together with the Company, the “Debtors”) and the holder of the Company’s Original Issue Discount Senior Secured Convertible Promissory Notes due nine (9) months following their issuance, in the aggregate principal amount of up to $_______________ (the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Party”).
GUARANTY AGREEMENTGuaranty Agreement • December 16th, 2020 • Can B Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York
THIS GUARANTY AGREEMENT (this “Guaranty”) is entered into as of December 10, 2020 by and among each of the parties identified as a Guarantor on the signature pages hereto (each, a “Guarantor”, and collectively, the “Guarantors”), in favor of the purchasers signatory to the Securities Purchase Agreements (as defined below) (together with their respective successors and assigns, including, any future holder of the Notes (as defined below), the “Holders”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Securities Purchase Agreements (as defined below).
HOLDING ESCROW AGREEMENTHolding Escrow Agreement • December 16th, 2020 • Can B Corp • Wholesale-drugs, proprietaries & druggists' sundries • California
THIS HOLDING ESCROW AGREEMENT (“Agreement”) is entered into effective on December 10, 2020 by and between Can B Corp., a Florida corporation (the “Borrower”), ________________ (collectively, the “Lender”), and Hollywood Escrow, Inc., as Escrow Holder (“Escrow Holder”). The Borrower and Lender are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • December 16th, 2020 • Can B Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York
This INTELLECTUAL PROPERTY SECURITY AGREEMENT (as amended, modified, supplemented, renewed, restated or replaced from time to time, this “IP Security Agreement”), dated December 10, 2020 is made by and among Can B Corp, a Delaware corporation and each subsidiary listed on the signature pages hereto (collectively, the “Company”), and ________________ (the “Purchaser”). All capitalized terms not otherwise defined herein shall have the meanings respectively ascribed thereto in the Security Agreement (as defined below).
