COMMON STOCK PURCHASE WARRANT ACHIEVE LIFE SCIENCES, INC.Achieve Life Sciences, Inc. • April 30th, 2020 • In vitro & in vivo diagnostic substances • 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 October 27, 2020 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 27, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Achieve Life Sciences, 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).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 30th, 2020 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April [__], 2020 by and among Achieve Life Sciences, Inc., a Delaware corporation (the “Company”), each of the persons who have executed counterpart signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”) and persons or entities identified on Schedule 1 hereto holding Broker Warrants (each a “Broker” and collectively, the “Brokers”).
SUBSCRIPTION AGREEMENTSubscription Agreement • April 30th, 2020 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • Delaware
PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • April 30th, 2020 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
This Placement Agent Agreement (“Agreement”) is made by and between Achieve Life Sciences, Inc (the “Company”), and Paulson Investment Company, LLC, a Delaware limited liability company (the “Placement Agent”), as of the date first above written. The Company hereby engages the Placement Agent to assist the Company as its exclusive placement agent in arranging an offering of its common shares and other securities (the “Securities”), on terms to be determined by the parties hereto (the “Offering”). The terms of the Offering will be more fully described in the definitive transaction documents pertaining to the Offering, to be prepared by the Company, with the assistance of the Placement Agent.
