Warrant Sample Contracts

SenesTech, Inc. – FORM OF LETTER TO STOCKHOLDERS WHO ARE RECORD HOLDERS SENESTECH, INC. Subscription Rights to Purchase Units Offered Pursuant to Subscription Rights Distributed to Stockholders and Eligible Warrant Holders of SenesTech, Inc. (July 16th, 2018)

This letter is being distributed by SenesTech, Inc. (the "Company") to all holders of record of shares of its common stock, $0.001 par value per share (the "Common Stock"), and eligible holders of warrants to purchase Common Stock, as of 5:00 p.m., Eastern Time, on July 24, 2018 (the "Record Date"), in connection with a distribution in a rights offering (the "Rights Offering") of non-transferable subscription rights (the "Subscription Rights") to subscribe for and purchase Units. Each Unit entitles the holder to one share of the Company's common stock and one warrant. Each warrant will be exercisable for one share of Common Stack. The Subscription Rights and Units are described in the prospectus dated [______], 2018 (a copy of which accompanies this notice) (the "Prospectus"). Pursuant to the Rights Offering, the Company is issuing Subscription Rights to subscribe for up to [______] Units on the terms and subject to the conditions described in the Prospectus, at a subscription price of

Greenland Acquisition Corp. – Units Consisting of One Ordinary Share, One Right and One Warrant (July 16th, 2018)

This certificate is not valid unless countersigned by the Transfer Agent and Registrar of the Company. This certificate shall be governed by and construed in accordance with the internal laws of the State of New York.

Toughbuilt Industries, Inc – Form of Representative's Warrant (July 9th, 2018)

THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF 180 DAYS FOLLOWING THE EFFECTIVE DATE OF THE REGISTRATION STATEMENT (DEFINED BELOW) TO ANYONE OTHER THAN (I) JOSEPH GUNNAR & CO., LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF JOSEPH GUNNAR & CO., LLC OR ANY SUCH UNDERWRITER OR SELECTED DEALER.

DT Asia Investments Ltd – China Lending Corporation Warrant to Purchase Ordinary Shares (July 6th, 2018)

China Lending Corporation, a company organized under the laws of the British Virgin Islands (the "Company"), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [BUYER], the registered holder hereof or its permitted assigns (the "Holder"), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon exercise of this Warrant to Purchase Ordinary Shares (including any Warrants to Purchase Ordinary Shares issued in exchange, transfer or replacement hereof, the "Warrant"), at any time or times on or after the Issuance Date, but not after 11:59 p.m., New York time, on the Expiration Date (as defined below), _________________ (subject to adjustment as provided herein) fully paid and non-assessable Ordinary Shares (as defined below) (the "Warrant Shares", and such aggregate number of Warrant Shares, the "Warrant Number"). Except as otherwise d

Tottenham Acquisition I Ltd – Units Consisting of One Ordinary Share, One Warrant and One Right to Receive One-Tenth of One Ordinary Share (July 5th, 2018)

Each Unit ("Unit") consists of one ordinary share, par value $.001 per share, of Tottenham Acquisition I Limited, a British Virgin Islands company (the "Company"), one redeemable warrant ("Warrant") and one right ("Right") to receive one-tenth (1/10) of an ordinary share. Each redeemable Warrant entitles the holder thereof to purchase one-half (1/2) of one ordinary share at a price of $11.50 per full share (subject to adjustment), upon the later to occur of (i) the Company's completion of a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (a "Business Combination") or (ii) 12 months from the closing of the Company's initial public offering. Every ten Rights entitles the holder thereof to receive one ordinary share upon consummation of the Company's initial Business Combination. The ordinary shares, Rights and Warrants comprising the Units represented by this certific

Blackstar Energy Group, Inc. – Warrant to Purchase Digital Shares of Common Stock (July 3rd, 2018)

THIS WARRANT TO PURCHASE DIGITAL SHARES OF COMMON STOCK ("WARRANT") CERTIFIES THAT, for value received, __________________ (the "Holder"), is entitled to subscribe for and purchase from BLACKSTAR ENTERPRISE GROUP, INC., (the "Company"), a corporation organized and existing under the laws of the State of Delaware, at the Warrant Exercise Price specified below during the exercise period specified below to and including _____________ (--) fully paid and non-assessable digital shares of Common Stock of the Company (the "Common Stock").

Electrameccanica Vehicles Corp. – Form of Underwriter's Warrant (July 3rd, 2018)

THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT OR ANY COMMON SHARES FOR WHICH IT IS EXERCISED EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT OR ANY COMMON SHARES FOR WHICH IT IS EXERCISED FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) THE BENCHMARK COMPANY LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF THE BENCHMARK COMPANY LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.

Blackstar Energy Group, Inc. – Warrant to Purchase Digital Shares of Common Stock (July 3rd, 2018)

THIS WARRANT TO PURCHASE DIGITAL SHARES OF COMMON STOCK ("WARRANT") CERTIFIES THAT, for value received, __________________ (the "Holder"), is entitled to subscribe for and purchase from CRYPTO EQUITY MANAGEMENT CORP., (the "Company"), a corporation organized and existing under the laws of the State of Colorado, at the Warrant Exercise Price specified below during the exercise period specified below to and including (--) fully paid and non-assessable digital shares of Common Stock of the Company (the "Common Stock").

BioNano Genomics, Inc – Bionano Genomics, Inc. Warrant to Purchase Series B-1 Preferred Stock (June 28th, 2018)

THIS CERTIFIES THAT, for value received, [ ] (the Holder), is entitled to subscribe for and purchase from BIONANO GENOMICS, INC., a Delaware corporation, with its principal office at 9640 Towne Centre Drive, Suite 100, San Diego, CA 92121 (the Company), an aggregate of [ ] Exercise Shares at the Exercise Price (each subject to adjustment as provided herein). This Warrant is part of a series of substantially similar warrants issued to certain persons and entities pursuant to the terms of that certain Note and Warrant Purchase Agreement dated as of even date herewith, by and among the Company and the purchasers listed therein (as such may be amended from time to time, the Purchase Agreement).

Liquidia Technologies Inc – Liquidia Technologies, Inc. Warrant to Purchase Shares (June 28th, 2018)

This Warrant is issued to or its registered assigns by Liquidia Technologies, Inc., a Delaware corporation (the Company), pursuant to that certain Note and Warrant Purchase Agreement, dated as of January 9, 2017, as amended (the Purchase Agreement), which also provides for the Companys issuance of a Convertible Promissory Note (the Note) to the holder (Holder) of this Warrant.

BioNano Genomics, Inc – Bionano Genomics, Inc. Warrant to Purchase Series D Preferred Stock (June 28th, 2018)

THIS CERTIFIES THAT, for value received, [ ] (the Holder), is entitled to subscribe for and purchase from BIONANO GENOMICS, INC., a Delaware corporation, with its principal office at 9640 Towne Centre Drive, Suite 100, San Diego, CA 92121 (the Company), an aggregate of [ ] Exercise Shares at the Exercise Price (each subject to adjustment as provided herein). This Warrant is part of a series of substantially similar warrants issued to certain persons and entities pursuant to the terms of that certain Series D Convertible Participating Preferred Stock and Warrant Purchase Agreement dated as of March [], 2016, by and among the Company and the purchasers listed therein (as may be amended from time to time, the Purchase Agreement).

Parallax Health Sciences, Inc. – This Warrant and the Shares of Common Stock Issued Upon Its Exercise Are Subject to the Restrictions on Transfer Set Forth in Section 5 of This Warrant (June 22nd, 2018)

PARALLAX HEALTH SCIENCES, INC., a Nevada corporation (the "Company"), for value received, hereby certifies that __________________________________, or its registered assigns (the "Registered Holder"), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after the date of issuance and on or before 6:00 p.m. PST on June 18, 2021, 6,000,000 shares (subject to adjustment as set forth herein) of Common Stock, $0.001 par value per share, of the Company ("Common Stock"), at a purchase price of US$.25 per share (subject to adjustment as set forth herein). The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the "Warrant Shares" and the "Purchase Price," respectively.

Allegro Merger Corp. – Units Consisting of One Share of Common Stock, One Right and One Warrant (June 21st, 2018)

Each Unit ("Unit") consists of one (1) share of common stock, par value $.0001 per share ("Common Stock"), of Allegro Merger Corp., a Delaware corporation (the "Company"), one right ("Right(s)") and one warrant ("Warrant(s)"). Each Right entitles the holder to receive one-tenth (1/10) of a share of Common Stock upon consummation of a Business Combination (defined below). Each Warrant entitles the holder to purchase one share of Common Stock for $10.50 per share (subject to adjustment). Each Warrant will become exercisable on the later of (i) 30 days after the Company's completion of an initial merger, capital stock exchange, asset acquisition, or other similar business combination with one or more businesses or entities (a "Business Combination") and (ii) 12 months from the closing of the Company's initial public offering ("IPO"), and will expire unless exercised before 5:00 p.m., New York City Time, on the fifth anniversary of the completion of an initial Business Combination, or ear

Allegro Merger Corp. – (See Reverse Side for Legend) This Warrant Will Be Void if Not Exercised Prior to the Expiration Date (Defined Below) Allegro Merger Corp. (June 21st, 2018)

is the registered holder of a warrant or warrants (the "Warrant") of Allegro Merger Corp., a Delaware corporation (the "Company"), expiring at 5:00 p.m., New York City time, on the five year anniversary of the Company's completion of an initial merger, capital stock exchange, asset acquisition, or other similar business combination with one or more businesses or entities (a "Business Combination"), to purchase one fully paid and non-assessable share of common stock, par value $.0001 per share ("Shares"), of the Company for each Warrant evidenced by this Warrant Certificate. The Warrant entitles the holder thereof to purchase from the Company, commencing on the later of (a) _________, 2019 [one year from the date of the final prospectus] and (b) thirty (30) days after the Company's completion of an initial Business Combination, such number of Shares of the Company at the Warrant Price, upon surrender of this Warrant Certificate and payment of the Warrant Price at the office or agency of

Soligenix Inc. – Form of Representative's Warrant (June 18th, 2018)

THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [_______], 2019 [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE REGISTRATION STATEMENT]. VOID AFTER 5:00 P.M., EASTERN TIME, [_______], 2021 [THE DATE THAT IS 42 MONTHS FOLLOWING THE EFFECTIVE DATE OF THE REGISTRATION STATEMENT].

SEACOR Marine Holdings Inc. – Warrant (June 15th, 2018)

THIS SECURITY AND THE SECURITIES, IF ANY, ISSUABLE UPON EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE ACQUIRER:

HL Acquisitions Corp. – (See Reverse Side for Legend) This Warrant Will Be Void if Not Exercised Prior to the Expiration Date (Defined Below) Hl Acquisitions Corp. (June 15th, 2018)

is the registered holder of a warrant or warrants (the "Warrant") of HL Acquisitions Corp., a British Virgin Islands business company (the "Company"), expiring at 5:00 p.m., New York City time, on the five year anniversary of the Company acquiring, engaging in a share exchange, share reconstruction and amalgamation with, purchasing all or substantially all of the assets of, entering into contractual arrangements with, or engaging in any other similar business combination with one or more businesses or entities (a "Business Combination"), to purchase one fully paid and non-assessable ordinary share, no par value per share ("Shares"), of the Company for each Warrant evidenced by this Warrant Certificate. The Warrant entitles the holder thereof to purchase from the Company, commencing on the later of (a) the Company's completion of an initial Business Combination and (b) 12 months from the closing of the Company's initial public offering ("IPO"), such number of Shares of the Company at th

SEACOR Marine Holdings Inc. – Warrant (June 15th, 2018)

THIS SECURITY AND THE SECURITIES, IF ANY, ISSUABLE UPON EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE ACQUIRER:

SEACOR Marine Holdings Inc. – Warrant (June 15th, 2018)

THIS SECURITY AND THE SECURITIES, IF ANY, ISSUABLE UPON EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE ACQUIRER:

HL Acquisitions Corp. – One Redeemable Warrant (June 15th, 2018)

Each Unit ("Unit") consists of one (1) ordinary share, no par value per share ("Ordinary Shares"), of HL Acquisitions Corp., a British Virgin Islands business company (the "Company"), one right ("Right") and one redeemable warrant ("Warrant"). Each Right entitles the holder to receive one-tenth (1/10) of an Ordinary Share upon consummation of a Business Combination (defined below). Each Warrant entitles the holder to purchase one Ordinary Share for $11.50 per share (subject to adjustment). Each Warrant will become exercisable on the later of (i) the Company acquiring, engaging in a share exchange, share reconstruction and amalgamation with, purchasing all or substantially all of the assets of, entering into contractual arrangements with, or engaging in any other similar business combination with one or more businesses or entities (a "Business Combination") and (ii) 12 months from the closing of the Company's initial public offering ("IPO"), and will expire unless exercised before 5:00

SEACOR Marine Holdings Inc. – Warrant (June 15th, 2018)

THIS SECURITY AND THE SECURITIES, IF ANY, ISSUABLE UPON EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE ACQUIRER:

Twelve Seas Investment Co – Units Consisting of One Ordinary Share, One Redeemable Warrant and One Right to Receive One-Tenth of an Ordinary Share (June 14th, 2018)

Each Unit ("Unit") consists of one ordinary share, par value US$.0001 per share, of Twelve Seas Investment Company, a Cayman Islands exempted company (the "Company"), one redeemable warrant and one right to receive one-tenth (1/10) of an ordinary share. Each redeemable warrant entitles the holder thereof to purchase one ordinary share at a price of US$11.50 per share (subject to adjustment), upon the later to occur of (i) the Company's completion of an initial merger, capital stock exchange, asset acquisition or other similar business combination with one or more businesses or entities (a "Business Combination") or (ii) 12 months from the closing of the Company's initial public offering. Each warrant expires five years after the completion of the Company's initial Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption. Every ten rights entitles the holder thereof to receive one ordinary share upon consummation of the Company's initial Business Combination.

New Frontier Corp – New Frontier Corporation Units Consisting of One Class a Ordinary Share and One-Half of One Warrant, Each Whole Warrant Entitling the Holder to Purchase One Class a Ordinary Share (June 14th, 2018)

THIS CERTIFIES THAT is the owner of Units of New Frontier Corporation, a Cayman Islands exempted company (the "Company"), transferrable on the books of the Company in person or by duly authorized attorney upon surrender of this certificate properly endorsed.

Fat Brands, Inc – This Warrant (And the Securities Issuable Upon Exercise of This Warrant) Have Not Been Registered Under the Securities Act of 1933, as Amended (The "Act"), or Any State Securities Laws and Neither the Securities Nor Any Interest Therein May Be Offered, Sold, Transferred, Pledged or Otherwise Disposed of Except Pursuant to an Effective Registration Statement Under Such Act or Such Laws or an Exemption From Registration Under Such Act and Such Laws Which, in the Opinion of Counsel for the Issuer, Is Available. (June 13th, 2018)

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT ARE SUBJECT TO RESTRICTIONS ON TRANSFER AND VOTING SET FORTH IN AN INVESTOR RIGHTS AND VOTING AGREEMENT, DATED AS OF THE DATE HEREOF, BY AND AMONG THE COMPANY, CERTAIN STOCKHOLDERS OF THE COMPANY AND THE ORIGINAL HOLDER HEREOF. NO TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION OF THE SECURITIES REPRESENTED BY THIS WARRANT MAY BE MADE EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF THIS WARRANT AND SUCH INVESTOR RIGHTS AND VOTING AGREEMENT.

LF Capital Acquisition Corp. – Lf Capital Acquisition Corp. Units Consisting of One Share of Class a Common Stock and One Warrant to Purchase One Share of Class a Common Stock (June 13th, 2018)

Each Unit ("Unit") consists of one (1) share of Class A common stock, par value $0.0001 per share ("Common Stock"), of LF Capital Acquisition Corp., a Delaware corporation (the "Company"), and one warrant (a "Warrant"). Each Warrant entitles the holder to purchase one (1) share (subject to adjustment) of Common Stock for $11.50 per share (subject to adjustment). Each Warrant will become exercisable on the later of (i) thirty (30) days after the Company's completion of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses (each a "Business Combination"), or (ii) twelve (12) months from the closing of the Company's initial public offering, and will expire unless exercised before 5:00 p.m., New York City Time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, or earlier upon redemption or liquidation (the "Expiration Date"). The C

OXiGENE, Inc. – Warrant No.: [*] (June 13th, 2018)

THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE ACT), AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT.

Tapimmune Inc – Investor Warrant (June 8th, 2018)

This Warrant is issued to__________________, or its registered assigns (including any successors or assigns, the "Warrantholder"), which is hereby acknowledged in connection with that certain Securities Purchase Agreement, dated as of June [_], 2018, by and among TapImmune Inc., a Nevada corporation (the "Company") and each of the those persons and entities listed as a Purchaser on Annex A thereto (the "Purchase Agreement").

Tapimmune Inc – Investor Warrant (June 8th, 2018)

This Warrant is issued to__________________, or its registered assigns (including any successors or assigns, the "Warrantholder"), which is hereby acknowledged in connection with that certain Securities Purchase Agreement, dated as of June [_], 2018, by and among TapImmune Inc., a Nevada corporation (the "Company") and each of the those persons and entities listed as a Purchaser on Annex A thereto (the "Purchase Agreement").

Thunder Bridge Acquisition Ltd – Thunder Bridge Acquisition, Ltd. Units Consisting of One Class a Ordinary Share and One Warrant to Purchase One Class a Ordinary Share (June 8th, 2018)

Each Unit ("Unit") consists of one (1) Class A ordinary share, par value $0.0001 per share ("Ordinary Shares"), of Thunder Bridge Acquisition, Ltd., a Cayman Islands exempted company (the "Company"), and one (1) warrant (the "Warrant"). Each Warrant entitles the holder to purchase one Ordinary Share (subject to adjustment) for $11.50 per share (subject to adjustment). Each Warrant will become exercisable on the later of (i) thirty (30) days after the Company's completion of a merger, share exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses (each a "Business Combination"), or (ii) twelve (12) months from the closing of the Company's initial public offering, and will expire, unless exercised before 5:00 p.m., New York City Time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, or earlier upon redemption or liquidation. The Ordinary Shares and War

BioCorRx Inc. – Biocorrx Inc. Warrant for the Purchase of Shares of Common Stock (June 6th, 2018)

This WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK is made as of May ___, 2018 WHEREAS BioCorRx Inc., a Nevada corporation (the "Company"), with its principal office at 2390 E Orangewood Avenue, Suite 575, Anaheim, California 92806, and ________ (collectively, the "Holder");

InfoSonics – INFOSONICS CORPORATION (A Maryland Corporation) WARRANT TO PURCHASE SHARES OF COMMON STOCK (June 6th, 2018)

THIS CERTIFIES THAT, for value received, _______________________, or its registered assigns ("Holder"), is entitled to purchase, subject to the conditions set forth below, at any time or from time to time during the Exercise Period (as defined in Section 1.2 below), _____________ (_____) shares ("Shares") of fully paid and non-assessable common stock, par value $0.001 per share (the "Common Stock"), of InfoSonics Corporation, a Maryland corporation, at the per share purchase price (the "Warrant Price") set forth in Section 1.1 below, subject to the further provisions of this Warrant.

Warrant to Purchase Chess Depositary Interests (June 5th, 2018)

This Warrant to Purchase CHESS Depositary Interests (the Warrant) certifies that, for good and valuable consideration, CRYSTAL AMBER FUND LIMITED (along with its permitted assignees, the Holder) is entitled to, and GI DYNAMICS, INC., a Delaware corporation (the Company), hereby grants the Holder the right to, purchase, as of the date of issuance set forth above (the Issue Date), up to such number of fully paid and non-assessable CHESS Depositary Interests (with each CDI representing 1/50th of a share of the Companys common stock, par value $0.01 per share (the Common Stock)) (the CDIs) as determined pursuant to Section 1(a) below, at a price per CDI equal to the Exercise Price (as defined below), subject to the provisions and upon the terms and conditions set forth in this Warrant. This Warrant is issued pursuant to the Note and Warrant Purchase Agreement (the Purchase Agreement) dated as of May 30, 2018 by and between the Company and the Holder.

Kitov Pharmaceuticals Holdings Ltd. – FORM OF PLACEMENT AGENT WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES Kitov Pharma Ltd. (June 5th, 2018)

THIS WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES (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 June 5, 2018 (the "Initial Exercise Date") and on or prior to the close of business on June 1, 2023, or if the final day of such period falls on a date that is not a Trading Day, the next succeeding Trading Day (the "Termination Date") but not thereafter, to subscribe for and purchase from Kitov Pharma Ltd., a company organized under the laws of the State of Israel (the "Company"), up to ________ Ordinary Shares (the "Warrant Shares") represented by American Depositary Shares ("ADSs"), as subject to adjustment hereunder, and the ADSs issuable upon exercise of this Warrant the "Warrant ADSs"). The purchase price of one Warrant ADS shall be equal to the Exercise Price, as defined

Kitov Pharmaceuticals Holdings Ltd. – WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES Kitov Pharma Ltd. (June 5th, 2018)

THIS WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES (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 June 5, 2018 (the "Initial Exercise Date") and on or prior to the close of business on the five and a half (5 1/2) year anniversary of the Initial Exercise Date, or if the final day of such period falls on a date that is not a Trading Day, the next succeeding Trading Day (the "Termination Date") but not thereafter, to subscribe for and purchase from Kitov Pharma Ltd., a company organized under the laws of the State of Israel (the "Company"), up to ______ Ordinary Shares (the "Warrant Shares") represented by American Depositary Shares ("ADSs"), as subject to adjustment hereunder, and the ADSs issuable upon exercise of this Warrant the "Warrant ADSs"). The purchase price of one

Tricida, Inc. – Trilypsa, Inc. WARRANT TO PURCHASE SERIES a PREFERRED STOCK (June 4th, 2018)

This Warrant is being issued pursuant to the terms of the Note and Warrant Purchase Agreement, dated August 9, 2013, by and among the Company and the Holder (the Note and Warrant Purchase Agreement). Unless indicated otherwise, the number of shares of Series A Preferred Stock that Holder may purchase by exercising this warrant is equal to the quotient of (A) seventeen percent (17%) multiplied by $500,000.00 divided by (B) the per share price of the Series A Preferred Stock sold in the Qualified Financing.