Warrant Purchase Agreement Sample Contracts

Membership Interest and Warrant Purchase Agreement by and Among Hibbett Sporting Goods, Inc., City Gear, Llc, the Members and Warrant Holders of City Gear, Llc, And (October 30th, 2018)
ADESTO TECHNOLOGIES Corp – Warrant Purchase Agreement (August 9th, 2018)

THIS WARRANT PURCHASE AGREEMENT is made as of May 8, 2018 (this "Agreement") by and among Adesto Technologies Corporation, a Delaware corporation (the "Company"), and each of the investors listed on Exhibit A hereto (together with their successors and assigns, the "Investors").

Vican Resources, Inc. – Frelii, Inc. Share and Warrant Purchase Agreement (August 2nd, 2018)

This SHARE AND WARRANT PURCHASE AGREEMENT (this "Agreement') is made as of July __, 2018, by and between Frelii, Inc., a Nevada corporation, with a business address of 18100 Von Karman Ave. Suite 85, Irvine, CA 92612 (the "Company"), and _________________________, with a business address of ______________________________ (the "Investor").

Oncolytics Biotech, Inc. – ONCOLYTICS BIOTECH INC. Warrant Purchase Agreement (May 31st, 2018)

Oncolytics Biotech Inc., a corporation organized under the laws of the Province of Alberta, Canada, (the "Company"), and ADLAI NORTYE BIOPHARMA CO., LTD., the registered holder hereof or its permitted assigns (the "Holder"), hereby agree that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Holder is entitled, subject to the terms and conditions set forth below in this Warrant Purchase Agreement (the "Warrant") dated effective November 14, 2017 (the "Effective Date"), to purchase from the Company, at the Exercise Price (as defined below) then in effect, such number of fully paid and non-assessable Common Shares (as defined below) (the "Warrant Shares"), as calculated below. Except as otherwise defined herein, capitalized terms in this Warrant shall have the meanings set forth in Section 16. This Warrant is issued pursuant to Section 10.2 of that certain License, Development, Supply and Distribution Agreement, dated as of November 14, 2

Terrapin 4 Acquisition Corp – Warrant Purchase Agreement (March 19th, 2018)

THIS WARRANT PURCHASE AGREEMENT, dated as of __________, 2018 (as it may from time to time be amended and including all schedules referenced herein, this "Agreement"), is entered into by and between Terrapin 4 Acquisition Corporation, a Delaware corporation (the "Company"), and Terrapin 4 Sponsor Partnership, LLC, a Delaware limited liability company (the "Purchaser").

DFB Healthcare Acquisitions Corp. – Warrant Purchase Agreement (February 22nd, 2018)

THIS WARRANT PURCHASE AGREEMENT, dated as of February 15, 2018 (as it may from time to time be amended, this Agreement), is entered into by and between DFB Healthcare Acquisitions Corp., a Delaware corporation (the Company), and Deerfield/RAB Ventures, LLC, a Delaware limited liability company (the Purchaser).

USA Compression Partners Lp – SERIES a PREFERRED UNIT AND WARRANT PURCHASE AGREEMENT Among USA COMPRESSION PARTNERS, LP and THE PURCHASERS PARTY HERETO January 15, 2018 (January 16th, 2018)

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF USA COMPRESSION PARTNERS, LP, dated as of [*], 2018, is entered into by and among USA Compression GP, LLC, a Delaware limited liability company, as the General Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.

Leisure Acquisition Corp. – Warrant Purchase Agreement (December 5th, 2017)

THIS WARRANT PURCHASE AGREEMENT, dated as of December 1, 2017 (as it may from time to time be amended and including all schedules referenced herein, this "Agreement"), is entered into by and between Leisure Acquisition Corp., a Delaware corporation (the "Company"), and each of the purchasers that are signatories hereto (each, a "Purchaser" and collectively, (the "Purchasers").

Leisure Acquisition Corp. – Form of Warrant Purchase Agreement (November 28th, 2017)

THIS WARRANT PURCHASE AGREEMENT, dated as of [_______], 2017 (as it may from time to time be amended and including all schedules referenced herein, this "Agreement"), is entered into by and between Leisure Acquisition Corp., a Delaware corporation (the "Company"), and each of the purchasers that are signatories hereto (each, a "Purchaser" and collectively, (the "Purchasers").

Leisure Acquisition Corp. – Form of Warrant Purchase Agreement (November 3rd, 2017)

THIS WARRANT PURCHASE AGREEMENT, dated as of [_______], 2017 (as it may from time to time be amended and including all schedules referenced herein, this "Agreement"), is entered into by and between Leisure Acquisition Corp., a Delaware corporation (the "Company"), and each of the purchasers that are signatories hereto (each, a "Purchaser" and collectively, (the "Purchasers").

Globus Maritime Limited – SHARE AND WARRANT PURCHASE AGREEMENT Among GLOBUS MARITIME LIMITED and THE PURCHASERS NAMED ON SCHEDULE a HERETO (October 19th, 2017)

Article I DEFINITIONS 4 Section 1.1 Definitions 4 Article II AGREEMENT TO SELL AND PURCHASE 8 Section 2.1 Sale and Purchase 8 Section 2.2 Closing 8 Section 2.3 Mutual Conditions 8 Section 2.4 Each Purchaser's Conditions 9 Section 2.5 The Company's Conditions 9 Section 2.6 Company Deliveries 10 Section 2.7 Purchaser Deliveries 11 Section 2.8 Discounts 11 Section 2.9 Independent Nature of Purchasers' Obligations and Rights 11 Article III REPRESENTATIONS AND WARRANTIES OF THE COMPANY 12 Section 3.1 Outstanding Shares; Capitalization 12 Section 3.2 Subsidiaries 13 Section 3.3 Permits to Conduct Operations 13 Section 3.4 No Conflict 14 Section 3.5 Approvals 14 Section 3

PENSARE ACQUISITION Corp – Warrant Purchase Agreement (August 2nd, 2017)

THIS WARRANT PURCHASE AGREEMENT, dated as of July 27, 2017 (as it may from time to time be amended, this "Agreement"), is entered into by and between Pensare Acquisition Corp., a Delaware corporation (the "Company"), and Pensare Sponsor Group, LLC (the "Purchaser").

PENSARE ACQUISITION Corp – Warrant Purchase Agreement (August 2nd, 2017)

THIS WARRANT PURCHASE AGREEMENT, dated as of July 27, 2017 (as it may from time to time be amended, this "Agreement"), is entered into by and between Pensare Acquisition Corp., a Delaware corporation (the "Company"), and MasTec, Inc. (the "Purchaser").

PENSARE ACQUISITION Corp – Warrant Purchase Agreement (August 2nd, 2017)

THIS WARRANT PURCHASE AGREEMENT, dated as of July 27, 2017 (as it may from time to time be amended, this "Agreement"), is entered into by and between Pensare Acquisition Corp., a Delaware corporation (the "Company"), and EarlyBirdCapital, Inc. (the "Purchaser").

PENSARE ACQUISITION Corp – Form of Warrant Purchase Agreement (July 24th, 2017)

THIS WARRANT PURCHASE AGREEMENT, dated as of ______, 2017 (as it may from time to time be amended, this "Agreement"), is entered into by and between Pensare Acquisition Corp., a Delaware corporation (the "Company"), and ____________ (the "Purchaser").

Natural Resource Partners Lp – Class a Convertible Preferred Unit and Warrant Purchase Agreement Dated February 22, 2017 by and Among Natural Resource Partners L.P., Bto Carbon Holdings L.P., (March 6th, 2017)

THIS FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NATURAL RESOURCE PARTNERS L.P., dated as of [*], is entered into by and among NRP (GP) LP, a Delaware limited partnership, as the General Partner, together with any other Persons who become Partners in the Partnership as provided herein.

Globus Maritime Limited – SHARE AND WARRANT PURCHASE AGREEMENT Among GLOBUS MARITIME LIMITED and THE PURCHASERS NAMED ON SCHEDULE a HERETO (February 9th, 2017)

Article I DEFINITIONS 4 Section 1.1 Definitions 4 Article II AGREEMENT TO SELL AND PURCHASE 8 Section 2.1 Sale and Purchase 8 Section 2.2 Closing 8 Section 2.3 Mutual Conditions 8 Section 2.4 Each Purchaser's Conditions 9 Section 2.5 The Company's Conditions 9 Section 2.6 Company Deliveries 10 Section 2.7 Purchaser Deliveries 11 Section 2.8 Discounts 12 Section 2.9 Independent Nature of Purchasers' Obligations and Rights 12 Article III REPRESENTATIONS AND WARRANTIES OF THE COMPANY 12 Section 3.1 Outstanding Shares; Capitalization 12 Section 3.2 Subsidiaries 13 Section 3.3 Permits to Conduct Operations 14 Section 3.4 No Conflict 14 Section 3.5 Approvals 15 Section 3.6 Per

Globus Maritime Limited – Share and Warrant Purchase Agreement (November 29th, 2016)

This SHARE AND WARRANT PURCHASE AGREEMENT, effective as of November 28, 2016 (this "Agreement"), is among Globus Maritime Limited, a Marshall Islands corporation (the "Company"), and one or more purchasers listed on Schedule A hereof (each a "Purchaser" and collectively, the "Purchasers").

First Choice Healthcare Solutions, Inc. – Warrant Purchase Agreement (November 18th, 2016)

AGREEMENT, dated as of November 14, 2016 (this "Agreement"), between Hillair Capital Investments, L.P. ("Hillair" or the "Seller"), whose address is c/o Ellenoff Grossman & Schole, LLP, 1345 Avenue of the Americas, New York, New York 10105, and First Choice Healthcare Solutions, Inc. ("FCHS" or the "Purchaser"), Delaware Corporation.

Grote Molen Inc – Warrant Purchase Agreement (November 14th, 2016)

This Warrant Purchase Agreement (the "Agreement") is made and entered into as of September 7, 2016, by and between Grote Molen, Inc., a Nevada corporation (the "Company"), and David N. Nemelka ("Purchas-er").

Dolphin Digital Media – Warrant Purchase Agreement (November 10th, 2016)

THIS WARRANT PURCHASE AGREEMENT (the "Agreement"), dated as of November 4, 2016, is by and between Dolphin Digital Media, Inc., a Florida corporation (the "Company"), and T Squared Partners LP, an Indiana limited partnership (the "Purchaser").

Premier Biomedical Inc – Warrant Purchase Agreement (October 14th, 2016)

This WARRANT PURCHASE AGREEMENT (this "Agreement"), dated as of October 10, 2016, is entered into by and among Typenex Co-Investment, LLC, a Utah limited liability company ("Seller"), Redwood Management, LLC, a Florida limited liability company ("Buyer"), and Premier Biomedical, Inc., a Nevada corporation ("Company"), for the purchase by Buyer of certain rights in and to a certain Warrant (as defined) held by Seller.

Howard Hughes Corp. – The Howard Hughes Corporation Warrant Purchase Agreement (October 11th, 2016)

This Agreement sets forth the terms of the agreement between you and the Corporation with respect to the Warrant. By accepting this Agreement, you agree to be bound by all of the terms hereof.

Highland Acquisition Corp – Founder Warrant Purchase Agreement (August 8th, 2016)

THIS FOUNDER WARRANT PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this Agreement) is entered into by and among Highland Acquisition Corporation, a Delaware corporation (the Company), Highland Capital Management, L.P. (the Purchaser) and Graubard Miller, as escrow agent (Escrow Agent).

Teekay Offshore Partners Lp – SERIES D PREFERRED UNIT AND WARRANT PURCHASE AGREEMENT by and Among TEEKAY OFFSHORE PARTNERS L.P. And THE PURCHASERS NAMED ON SCHEDULE a HERETO (June 30th, 2016)

This SERIES D PREFERRED UNIT AND WARRANT PURCHASE AGREEMENT, dated June 22, 2016 (as further defined below, this Agreement), is by and among TEEKAY OFFSHORE PARTNERS L.P., a Marshall Islands limited partnership (the Partnership), and the purchasers listed on Schedule A hereof (each a Purchaser and collectively, the Purchasers).

Amendment to Class a Convertible Preferred Unit and Warrant Purchase Agreement (June 28th, 2016)

This AMENDMENT TO CLASS A CONVERTIBLE PREFERRED UNIT AND WARRANT PURCHASE AGREEMENT (this Amendment), dated as of June 23, 2016, is entered into by and among (i) NGL Energy Partners LP, a Delaware limited partnership (the Partnership or Seller), (ii) Highstar NGL Prism/IV-A Interco LLC, a Delaware limited liability company, and Highstar NGL Main Interco LLC, a Delaware limited liability company (together, the Purchasers and each, a Purchaser) and (iii) NGL CIV A, LLC, a Delaware limited liability company (Assignee). The Partnership, the Purchasers and the Assignee are hereinafter referred to collectively as the Parties and each, individually, as a Party.

Turning Point Brands, Inc. – Warrant Purchase Agreement (June 15th, 2016)

THIS WARRANT PURCHASE AGREEMENT (this "Agreement") is made as of May 20, 2016, by and between Turning Point Brands, Inc., a Delaware corporation ("TPB"), and each holder of Warrants (as defined below) listed on the signature pages hereto (each, a "Holder" and collectively, the "Holders").

WARRANT PURCHASE AGREEMENT by and Among FULL HOUSE RESORTS, INC. And THE PURCHASERS NAMED HEREIN Dated as of May 13, 2016 (May 18th, 2016)

THIS WARRANT PURCHASE AGREEMENT (this "Agreement") is made and entered into as of May 13, 2016 by and among Full House Resorts, Inc., a Delaware corporation (the "Company"), and the Persons listed on the Schedule of Purchasers attached hereto (collectively referred to herein as the "Purchasers" and individually as a "Purchaser"). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 6 hereof.

Turning Point Brands, Inc. – Warrant Purchase Agreement (May 16th, 2016)

THIS WARRANT PURCHASE AGREEMENT (this "Agreement") is made as of May 10, 2016, by and between Turning Point Brands, Inc., a Delaware corporation ("TPB"), and each holder of Warrants (as defined below) listed on the signature pages hereto (each, a "Holder" and collectively, the "Holders").

Class a Convertible Preferred Unit and Warrant Purchase Agreement Dated April 21, 2016 by and Among Ngl Energy Partners Lp And (April 27th, 2016)

CLASS A CONVERTIBLE PREFERRED UNIT AND WARRANT PURCHASE AGREEMENT dated April 21, 2016 (this "Agreement"), by and among NGL Energy Partners LP, a Delaware limited partnership (the "Partnership"), and each of the Purchasers listed in Schedule A attached hereto (each referred to herein as a "Purchaser" and collectively, the "Purchasers").

Helpful Alliance Co – Amendment 1 to Warrant Purchase Agreement (February 8th, 2016)

THIS AMENDMENT 1 (this "Agreement") to WARRANT PURCHASE AGREEMENT ("Original Agreement") dated April 10, 2015 ("Effective Date") is entered into effect on this December 12, 2015 ("Amendment Date") by and between Helpful Alliance Company with principal address as 700 West Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441, a Florida corporation (the "Company"), and AssetsTZ Holdings LLC 3900 Hollywood Blvd, Suite 103, Hollywood, FL 33021 ("Investor").

Helpful Alliance Co – Warrant Purchase Agreement (January 11th, 2016)

THIS WARRANT PURCHASE AGREEMENT (this "Agreement") dated as of April 10, 2015 ("Effective Date") by and between Helpful Alliance Company with principal address as 700 West Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441, a Florida corporation (the "Company"), and AssetsTZ Holdings LLC 3900 Hollywood Blvd, Suite 103, Hollywood, FL 33021 ("Investor").

Turning Point Brands, Inc. – Form of Warrant Purchase Agreement (November 24th, 2015)

THIS WARRANT PURCHASE AGREEMENT (this "Agreement") is made as of _______________ ______, 2015, by and between Turning Point Brands, Inc., a Delaware corporation ("TPB"), and each holder of Warrants (as defined below) listed on the signature pages hereto (each, a "Holder" and collectively, the "Holders").

Pacific Biomarkers Inc – Warrant Purchase Agreement (November 23rd, 2015)

THIS WARRANT PURCHASE AGREEMENT (this "Agreement") is made as of July 8, 2015 (the "Closing Date") by and between GRANDPARENTS.COM, INC., a Delaware corporation (the "Company") and VB FUNDING, LLC, a Delaware limited liability company ("Purchaser").

Jayhawk Energy, Inc. – Warrant Purchase Agreement (October 1st, 2015)

This Warrant Purchase Agreement (this Agreement) is dated as of September 25, 2015, between JayHawk Energy, Inc., a Colorado corporation (the Company), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a Purchaser and collectively, the Purchasers).