Warrant Exchange Agreement Sample Contracts

EX-10.83 17 d556278dex1083.htm EX-10.83 EXECUTION VERSION SELLAS LIFE SCIENCES GROUP, INC. WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • May 5th, 2020 • New York

This Warrant Exchange Agreement (this “Agreement”) is made as of February 21, 2018 (“Effective Date”), by and between SELLAS Life Sciences Group, Inc., a Delaware corporation (the “Company”), and EMPERY TAX EFFICIENT, LP ( collectively, the “Holder”).

FORM OF WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • May 20th, 2025 • Protagenic Therapeutics, Inc.\new • Pharmaceutical preparations • New York

This Warrant Exchange Agreement (this “Agreement”) is made and entered into as of May 20, 2025 (the “Effective Date”), by and among Protagenic Therapeutics Inc., a Delaware corporation (the “Company”), and ______________ (the “Holder” and, together with the Company, the “parties”).

EXCHANGE AGREEMENT
Warrant Exchange Agreement • February 11th, 2013 • Tengion Inc • Biological products, (no disgnostic substances) • New York

This Warrant Exchange Agreement (this “Agreement”), effective as of December 31, 2012, is by and between Tengion, Inc., a Delaware corporation (the “Company”), and the investor identified on Schedule A hereto (the “Warrantholder”). Capitalized terms not defined herein shall have the meanings set forth in the Securities Purchase Agreement dated as of March 1, 2011, by and among the Company and the purchasers party thereto (the “Securities Purchase Agreement”).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • August 22nd, 2011 • Compliance Systems Corp • Communications services, nec • New York
Warrant Exchange Agreement
Warrant Exchange Agreement • September 11th, 2020 • Rexahn Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware

This Warrant Exchange Agreement (the “Agreement”) is made and entered into as of September 10, 2020, by and between Rexahn Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the undersigned holder of the Existing Warrants (as defined below) (the “Holder”).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • July 23rd, 2025 • Scilex Holding Co • Biological products, (no disgnostic substances)

This WARRANT EXCHANGE AGREEMENT (the “Agreement”), dated as of July 22, 2025, is by and between Scilex Holding Company, a Delaware corporation with offices located at 960 San Antonio Road, Palo Alto, CA 94303 (the “Company”) and the undersigned (the “Holder”). Capitalized terms used but not defined herein are used with the respective meanings assigned to them in the Tranche B SPA (as defined below).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • November 9th, 2010 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York

This WARRANT EXCHANGE AGREEMENT, dated as of September 20, 2010 (this “Agreement”), is made by and between Maiden Holdings Ltd., a Bermuda company (the “Company”), and Michael Karfunkel (the “Warrant Holder”). The Company and Warrant Holder are each referred to herein as a “Party” and collectively, as the “Parties.”

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • August 19th, 2025 • NovaBay Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

This WARRANT EXCHANGE AGREEMENT (this “Agreement”), dated as of August 19, 2025, is made and entered into between NovaBay Pharmaceuticals, Inc., a Delaware company (the “Company”), and Anson Investments Master Fund LP, an exempted limited partnership organized under the laws of the Cayman Islands (“Holder”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Certificate of Designation of Preferences, Rights and Limitations of Series F Voting Retractable Preferred Stock, substantially in the form attached hereto as Exhibit A (the “Series F CoD”). The Company and Holder shall be collectively referred to herein as the “parties,” and each, a “party.”

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • November 7th, 2011 • Patient Safety Technologies, Inc • Orthopedic, prosthetic & surgical appliances & supplies • California

This WARRANT EXCHANGE AGREEMENT, dated as of October 14, 2011 (this “Agreement”) is entered into by and among Patient Safety Technologies, Inc., a Delaware corporation (“Company”), and the other persons whose names appear on the signature pages attached hereto (each an “Investor”, and collectively, the “Investors”).

EX-10.81 15 d556278dex1081.htm EX-10.81 CONFIDENTIAL DRAFT SELLAS LIFE SCIENCES GROUP, INC. WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • May 5th, 2020 • New York

This Warrant Exchange Agreement (this “Agreement”) is made as of February 14, 2018 (“Effective Date”), by and between SELLAS Life Sciences Group, Inc., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND LLC. (collectively, the “Holder”).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • February 8th, 2024 • Digerati Technologies, Inc. • Services-computer processing & data preparation • Nevada

This warrant exchange agreement (this “Agreement”) is entered into as of February 2, 2024 (the “Effective Date”), between DIGERATI TECHNOLOGIES, INC., a Nevada corporation (the “Company”), and the undersigned investor (“Investor”).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • April 18th, 2024 • Antelope Enterprise Holdings LTD • Communications services, nec • New York

This Warrant Exchange Agreement (this “Agreement”) is made and entered into as of April 15, 2024, by and between Antelope Enterprise Holdings Limited, a British Virgin Islands exempted limited company(the “Company”), and [ ] (the “Holder” and, together with the Company, the “parties”). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Existing Warrants (as defined below).

EVO TRANSPORTATION & ENERGY SERVICES, INC. WARRANT EXCHANGE AGREEMENT INCLUDING INVESTMENT REPRESENTATIONS
Warrant Exchange Agreement • January 25th, 2021 • Antara Capital LP • Retail-auto dealers & gasoline stations • Delaware

THIS WARRANT EXCHANGE AGREEMENT (this “Agreement”), dated and made effective as of December 31, 2020, is entered into by and between the undersigned, Antara Capital Master Fund LP (the “Investor”), and EVO Transportation & Energy Services, Inc., a Delaware corporation (the “Company”).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • June 25th, 2013 • Senesco Technologies Inc • Services-commercial physical & biological research • Delaware

This WARRANT EXCHANGE AGREEMENT (this “Agreement”), dated as of June [__], 2013, by and between Senesco Technologies, Inc., a Delaware corporation (the “Company”), and [_________________] (the “Holder”).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • March 19th, 2025 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

This Warrant Exchange Agreement (this “Agreement”) between China SXT Pharmaceuticals, Inc. (the “Company”) and the undersigned hereto (each, a “Holder”, collectively, the “Holders”; together with the Company, the “Parties” and, each, a “Party”) is dated March 13, 2025. Capitalized terms that are not defined herein shall have the meanings as set forth in the Existing Warrants (as defined below).

EX-10.7 2 ex10-7.htm WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • May 5th, 2020 • New York

This Warrant Exchange Agreement (this “Agreement”) is dated as of August 14, 2017, by and between Car Charging Group, Inc., a Nevada Corporation (the “Company”), and Wolverine Flagship Fund Trading Limited (the “Holder”).

AGREEMENT
Warrant Exchange Agreement • December 23rd, 1999 • Bion Environmental Technologies Inc • Misc industrial & commercial machinery & equipment
SERIES C WARRANTS EXCHANGE AGREEMENT
Warrant Exchange Agreement • April 15th, 2010 • Epic Energy Resources, Inc. • Services-management consulting services • New York

THIS SERIES C WARRANTS EXCHANGE AGREEMENT (this “Agreement”) is dated as of April ___, 2010, by and between Epic Energy Resources, Inc., a Colorado corporation (the “Corporation”), and the undersigned individuals (each, a “Holder” and collectively, the “Holders”). The Corporation and each Holder are referred to as a “Party” and collectively as the “Parties”.

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • October 22nd, 2010 • China Broadband Inc • Cable & other pay television services • New York

THIS WARRANT EXCHANGE AGREEMENT (this “Agreement”) is effective as of _______________, 2010, by and between CHINA BROADBAND, INC., a Nevada corporation (the “Company”) and the person signatory hereto (the “Holder”).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • December 11th, 2013 • RiceBran Technologies • Grain mill products • California

This Warrant Exchange Agreement (“Agreement”), dated as of November 13, 2013 (“Effective Date”), is entered into by and between RiceBran Technologies, a California corporation (the “Company”), and David Kolb (“Investor”). The parties agree as follows:

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • October 13th, 2010 • Funtalk China Holdings LTD • Wholesale-electronic parts & equipment, nec • New York

THIS WARRANT PURCHASE AGREEMENT (this “Agreement”), dated as of October 11, 2010, is entered into by and between ARCH Digital Holdings Limited (the “Seller”), and Funtalk China Holdings Limited, a Cayman Islands exempted company (the “Company”).

Contract
Warrant Exchange Agreement • May 5th, 2020 • New York

EX-10.4 8 oxbt_ex104.htm WARRANT EXCHANGE AGREEMENT EXHIBIT 10.4 WARRANT EXCHANGE AGREEMENT This WARRANT EXCHANGE AGREEMENT (this “Agreement”), is dated as of February 21, 2013, by and between Oxygen Biotherapeutics, Inc., a Delaware corporation (the “Company”), and [____________] (the “Holder”). WHEREAS, the Company issued those certain Warrants to Purchase Common Stock (the “Warrants”) to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), issued by the Company on December 9, 2011 and June 15, 2012; WHEREAS, as of the date hereof, the Holder owns Warrants to purchase an aggregate of 675,677 shares of Common Stock (the “Warrant Shares”); WHEREAS, in order to improve the capital structure of the Company, the Company and the Holder desire to enter into this Agreement, pursuant to which, among other things, the Company and the Holder shall exchange the Warrants for an aggregate of 200,000 shares of Common Stock (the “Exchange Shares”) and $190

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • November 22nd, 2006 • Villageedocs Inc • Services-business services, nec • New York

This Warrant Exchange Agreement (this "Agreement") is dated as of November 20th, 2006, by and between VILLAGEEDOCS, a California corporation (the "Company"), and BARRON PARTNERS, LP, a Delaware limited partnership (the " Holder ").

July 12, 2019 Organogenesis Holdings Inc. Canton, Massachusetts 02021 Attn: Gary S. Gillheeney, Sr., President and Chief Executive Officer Re: Warrant Exchange Agreement Ladies and Gentlemen:
Warrant Exchange Agreement • July 16th, 2019 • Organogenesis Holdings Inc. • Pharmaceutical preparations • New York

This letter agreement (the “Agreement”) confirms the agreement of Organogenesis Holdings Inc., a Delaware corporation (the “Company”), and the holders of an aggregate of 4,100,000 warrants (the “Warrants”) to purchase shares of the Company’s Class A common stock, par value $0.0001 per share (the “Shares”), at an exercise price of $5.75 per half Share and as listed on Schedule I attached hereto (the “Warrantholders”), pursuant to which each Warrantholder has agreed to exchange each Warrant owned by such Warrantholder at an exchange ratio (the “Exchange Ratio”) equal to the exchange ratio of the Company’s planned exchange offer (the “Exchange Offer”) to all holders of the Company’s issued and outstanding warrants that were issued in connection with the Company’s initial public offering pursuant to a prospectus dated October 10, 2016, exercisable for Shares at an exercise price of $5.75 per half Share (the “Public Warrants”) in effect at the expiration of such Exchange Offer, on the terms

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • March 14th, 2024 • ERAS Capital LLC • Transportation services • Delaware

This WARRANT EXCHANGE AGREEMENT (this “Agreement”) is dated as of March 7, 2024, by and among Apogee Parent Inc., a Delaware corporation (“Parent”), Apogee Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), and each of the holders listed on Schedule 1 hereto (each, a “Holder” and, together with any other person that becomes a Holder hereunder pursuant to Section 5.10 hereof, the “Holders”). The Parent, Merger Sub, and the Holders are collectively referred to as the “Parties” and each, a “Party.” Capitalized terms used but not defined herein shall have the meanings given to them in the Merger Agreement (as defined below).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • May 8th, 2013 • Spherix Inc • Services-testing laboratories • New York

THIS WARRANT EXCHANGE AGREEMENT (the “Agreement”), dated as of March __, 2013, is entered into by and among Spherix Incorporated, a Delaware corporation (the “Company”), and the person identified as “Holder” on the signature pages hereto (the “Holders”).

EX-10.4 13 dex104.htm WARRANT EXCHANGE AGREEMENT, DATED AS OF SEPTEMBER 21, 2010 Warrant Exchange Agreement
Warrant Exchange Agreement • May 5th, 2020 • New York

This Warrant Exchange Agreement, dated as of September 21, 2010, among Tudou Holdings Limited, a company formed under the laws of the Cayman Islands (the “Company”), StarCloud Media Co., Limited, a company formed under the laws of the British Virgin Islands (“StarCloud Media”) Sennett and Investments (Mauritius) Pte Ltd (the “Warrant Holder”) .

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • February 24th, 2025 • Velo3D, Inc. • Special industry machinery, nec • Delaware

This Warrant Exchange Agreement (this “Agreement”) is entered into as of February [●], 2025, by and between Velo3D, Inc., a Delaware corporation (the “Company”), and [●], a [●] with the principal address set forth on its signature page hereto (the “Investor”). The parties to this Agreement are referred to herein as the “Parties” or, each individually, as a “Party.”

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • May 20th, 2021 • Grid Dynamics Holdings, Inc. • Services-prepackaged software • Delaware

THIS WARRANT EXCHANGE AGREEMENT (this “Agreement”), dated as of May 19, 2021, is by and between Grid Dynamics Holdings, Inc., a Delaware corporation, f/k/a ChaSerg Technology Acquisition Corp. (the “Company”), and the holder named on the signature page hereto (the “Holder”).

Contract
Warrant Exchange Agreement • May 5th, 2020 • New York

EX-10.4 5 ex104warrantexchange.htm EXHIBIT 10.4 EXHIBIT 10.4 WARRANT EXCHANGE AGREEMENT WARRANT EXCHANGE AGREEMENT, dated as of March 25, 2016 (this “Agreement”), between SPHERE 3D CORP., an Ontario corporation (the “Company”) and MacFarlane Family Ventures, LLC, a Delaware limited liability company (the “Holder”). WHEREAS, the Holder currently owns warrants (the “Existing Holder Warrants”) to purchase up to, in aggregate, 3,031,249 common shares of the Company, no par value (“Common Shares”) issued pursuant to (i) that certain Purchase Agreement, dated as of May 13, 2015, by and between the Company and the Holder, (ii) that certain Purchase Agreement, dated as of August 10, 2015, by and between the Company and the Holder, and (iii) that certain Subscription Agreement, dated as of September 22, 2015, by and between the Company and the Holder; WHEREAS, the Holder desires to exchange, and the Company desires to allow the exchange (the “Exchange”) of, all of the Existing Holder Warrants f

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • February 15th, 2017 • True Drinks Holdings, Inc. • Medicinal chemicals & botanical products • California

This Warrant Exchange Agreement (this “Agreement”) is dated as of January __, 2017, by and between True Drinks Holdings, Inc., a Nevada corporation (the “Company”), and ____________ (the “Holder”).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • March 21st, 2012 • AirTouch Communications, Inc. • Telephone & telegraph apparatus • California

THIS WARRANT EXCHANGE AGREEMENT (the “Agreement”), dated as of January 23, 2012, between AirTouch Communications, Inc., a Delaware corporation (the “Company”), and Brightpoint, Inc. (“Holder”).

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • August 19th, 2021 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York

THIS WARRANT EXCHANGE AGREEMENT (the “Agreement”) is dated this 19th day of August, 2021, by and between Digital Ally, Inc., a Nevada corporation (the “Company”), and the warrant holders set forth on the signature pages to this Agreement (each a “Holder” and collectively, the “Holders”).

AGREEMENT
Warrant Exchange Agreement • July 8th, 2016 • Parkervision Inc • Radio & tv broadcasting & communications equipment • New York

This Agreement (the “Agreement”) is entered into this 8th day of July, 2016 by and between ParkerVision, Inc. (“ParkerVision” or the “Company”), a Florida corporation, and 1624 PV LLC, a limited liability company organized and existing under the law of the State of Delaware (“1624” or “Investor”).