Common use of FORM OF SECRETARY’S CERTIFICATE Clause in Contracts

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3, 2017 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Million Dollars ($15,000,000) of the Company’s Common Stock, $0.001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, , Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 2 contracts

Sources: Purchase Agreement (Avinger Inc), Purchase Agreement (Avinger Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3June 17, 2017 2025 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇PLUS THERAPEUTICS, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Fifty Million Dollars ($15,000,00050,000,000) of the Company’s Common Stock, $0.001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, , Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 2 contracts

Sources: Purchase Agreement (Plus Therapeutics, Inc.), Purchase Agreement (Plus Therapeutics, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k7(k) of that certain Amended and Restated Purchase Agreement dated as of November 3__________, 2017 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇POKERTEK, INC., a Delaware North Carolina corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Five Million Dollars ($15,000,0005,000,000) of the Company’s 's Common Stock, $0.001 no par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 2 contracts

Sources: Purchase Agreement (Pokertek, Inc.), Purchase Agreement (Pokertek, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3March 17, 2017 2022 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, INCamong BROOKLINE CAPITAL ACQUISITION CORP., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Fifty Million Dollars ($15,000,00050,000,000) of the Company’s Common Stock, $0.001 0.0001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 2 contracts

Sources: Purchase Agreement (Brookline Capital Acquisition Corp.), Purchase Agreement (Brookline Capital Acquisition Corp.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(j) of that certain Purchase Agreement dated as of November 3, 2017 February 17 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇BRICKELL BIOTECH, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Twenty-Eight Million Dollars ($15,000,00028,000,000) of the Company’s 's Common Stock, $0.001 0.01 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (Brickell Biotech, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3March 22, 2017 2016 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇SOLIGENIX, INC., a Delaware corporation (the “Company”) ), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Twelve Million Dollars ($15,000,00012,000,000) of the Company’s 's Common Stock, par value $0.001 par value per share per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (Soligenix, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3April 5, 2017 2023 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, ETERNA THERAPEUTICS INC., a Delaware corporation (the “Company”) ), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s Common Stockcommon stock, $0.001 par value $0.005 per share (the “Common Stock”). Terms Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Eterna Therapeutics Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(j) of that certain Purchase Agreement dated as of November 311, 2017 2020 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇MOLECULIN BIOTECH, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Twenty-Two Million Dollars ($15,000,00022,000,000) of the Company’s 's Common Stock, $0.001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Moleculin Biotech, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3July 24, 2017 2023 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇TENON MEDICAL, INC., a Delaware corporation (the “Company”) ), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s Common Stockcommon stock, par value $0.001 par value per share (the “Common Stock”). Terms Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Assistant Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Tenon Medical, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement Agreement, dated as of November 3September 11, 2017 2025 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇GLUCOTRACK, INC., a Delaware corporation (the “Company”) ), and LINCOLN PARK SIXTH BOROUGH CAPITAL FUND, LLC LP (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Twenty Million Dollars ($15,000,00020,000,000) of the Company’s Common Stockcommon stock, par value $0.001 par value per share (the “Common Stock”). Terms Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, P▇▇▇▇ ▇▇▇▇▇, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Glucotrack, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k7(k) of that certain Common Stock Purchase Agreement dated as of November 35, 2017 2008, (“Common Stock Purchase Agreement”), by and between ▇▇▇▇▇▇▇NEOGENOMICS, INC., a Delaware Nevada corporation (the “Company”) and LINCOLN PARK FUSION CAPITAL FUNDFUND II, LLC (the “InvestorBuyer”), pursuant to which the Company may sell to the Investor Buyer up to Fifteen Eight Million Dollars ($15,000,0008,000,000) of the Company’s 's Common Stock, par value $0.001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Common Stock Purchase Agreement. The undersigned, ▇▇▇▇▇▇ ▇▇▇▇▇▇, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Neogenomics Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3August 2, 2017 2022 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇PLUS THERAPEUTICS, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Fifty Million Dollars ($15,000,00050,000,000) of the Company’s Common Stock, $0.001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, , Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Plus Therapeutics, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k7(k) of that certain Purchase Agreement dated as of November 3October 20, 2017 2011, (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, INC.ARROWHEAD RESEARCH CORPORATION, a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Million Dollars ($15,000,000) of the Company’s Common Stock, $0.001 .001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, , Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (Arrowhead Research Corp)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k7(k) of that certain Purchase Agreement dated as of November 3_____, 2017 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇PREMIER EXHIBITIONS, INC., a Delaware Florida corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s Common Stock, $0.001 .0001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, _____, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Premier Exhibitions, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k7(k) of that certain Purchase Agreement dated as of November 3_____ __, 2017 (“Purchase 2013(“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, INCANAVEX LIFE SCIENCES CORP., a Delaware Nevada corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s 's Common Stock, $0.001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (Anavex Life Sciences Corp.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(II)(k) of that certain Purchase Agreement dated as of November 3May 15, 2017 2019 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, INMUNE BIO INC., a Delaware Nevada corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Twenty Million Dollars ($15,000,00020,000,000) of the Company’s Common Stock, $0.001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Inmune Bio, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3August 25, 2017 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇BIOLARGO, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC LLC, an Illinois limited liability company (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s 's Common Stock, $0.001 0.00067 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (Biolargo, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3September 19, 2017 2014 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇xG TECHNOLOGY, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Million Dollars ($15,000,000) of the Company’s 's Common Stock, $0.001 0.00001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (xG TECHNOLOGY, INC.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k7(k) of that certain Purchase Agreement dated as of November 3, 2017 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇MARINA BIOTECH, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Million Dollars ($15,000,000) of the Company’s Common Stock, $0.001 .006 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, , Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (Marina Biotech, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(i) of that certain Purchase Agreement dated as of November 3June 18, 2017 2021 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇TREVI THERAPEUTICS, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Million Dollars ($15,000,000) of the Company’s Common Stock, $0.001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his [his/her] individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Trevi Therapeutics, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(j) of that certain Purchase Agreement dated as of November 3March 19, 2017 2020, (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇IBIO, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Fifty Million Dollars ($15,000,00050,000,000) of the Company’s 's Common Stock, $0.001 par value per share (the “Common Stock”). Terms Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ___________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (iBio, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(i) of that certain Purchase Agreement dated as of November 3September 22, 2017 2014 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇xG TECHNOLOGY, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Five Million Dollars ($15,000,0001,000,000) of the Company’s 's Common Stock, $0.001 0.00001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (xG TECHNOLOGY, INC.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k7(k) of that certain Purchase Agreement dated as of November 3__________, 2017 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇USA TECHNOLOGIES, INC., a Delaware Pennsylvania corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Five Million Dollars ($15,000,0005,000,000) of the Company’s 's Common Stock, $0.001 no par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (Usa Technologies Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3May 26, 2017 2021 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇BROOKLYN IMMUNOTHERAPEUTICS, INC., a Delaware corporation (the “Company”) ), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Forty Million Dollars ($15,000,00040,000,000) of the Company’s 's Common Stock, $0.001 0.005 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Brooklyn ImmunoTherapeutics, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement Agreement, dated as of November 3May 15, 2017 2025 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇AQUA METALS, INC., a Delaware corporation (the “Company”) ), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s Common Stockcommon stock, par value $0.001 par value per share (the “Common Stock”). Terms Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, [●], Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Aqua Metals, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3August 4, 2017 2023 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇IBIO, INC., a Delaware corporation (the “Company”) ), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s Common Stock's common stock, par value $0.001 par value per share (the “Common Stock”). Terms Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (iBio, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k7(k) of that certain Purchase Agreement dated as of November 3, 2017 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇PREMIER EXHIBITIONS, INC., a Delaware Florida corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s Common Stock, $0.001 .0001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, , Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Premier Exhibitions, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3September 11, 2017 2023 (the “Purchase Agreement”), by and between ▇▇▇▇▇▇▇, META MATERIALS INC., a Delaware Nevada corporation (the “Company”) ), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Fifty Million Dollars ($15,000,00050,000,000) of the Company’s Common Stock, $0.001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, U▇▇ ▇▇▇▇▇▇, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Meta Materials Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(j) of that certain Purchase Agreement dated as of November 3June 25, 2017 2021 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇MOLECULIN BIOTECH, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Twenty Million Dollars ($15,000,00020,000,000) of the Company’s 's Common Stock, $0.001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Moleculin Biotech, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November February 3, 2017 2014 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, INC.KONARED CORPORATION, a Delaware Nevada corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Twelve Million Dollars ($15,000,00012,000,000) of the Company’s 's Common Stock, par value $0.001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (KonaRed Corp)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3June 8, 2017 2020 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇VIVEVE MEDICAL, INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s 's Common Stock, $0.001 0.0001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ▇▇▇▇▇ ▇▇▇▇▇, Secretary of the Company, hereby certifies, on behalf of the Company and not in his her individual capacity, hereby certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (Viveve Medical, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k7(k) of that certain Purchase Agreement dated as of November 3__________, 2017 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇PREMIER EXHIBITIONS, INC., a Delaware Florida corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s 's Common Stock, $0.001 .0001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Premier Exhibitions, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 324, 2017 2020 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, VTV THERAPEUTICS INC., a Delaware corporation (the “Company”) ), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Forty-Seven Million Dollars ($15,000,00047,000,000) of the Company’s Class A Common Stock, $0.001 0.01 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ▇▇▇▇ ▇. ▇▇▇▇▇▇, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (vTv Therapeutics Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3August 31, 2017 (“Purchase Agreement”), by and between ▇▇▇▇▇▇ ▇▇▇▇▇▇, INC., a Delaware New York corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Ten Million Dollars ($15,000,00010,000,000) of the Company’s 's Common Stock, $0.001 0.04 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Hooper Holmes Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(j) of that certain Purchase Agreement dated as of November 3May 14, 2017 2021 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, INCTONIX PHARMACEUTICALS HOLDING CORP., a Delaware Nevada corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Eighty Million Dollars ($15,000,00080,000,000) of the Company’s 's Common Stock, $0.001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Tonix Pharmaceuticals Holding Corp.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3October 20, 2017 2017, (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, INC.ZOSANO PHARMA CORPORATION, a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Thirty-Five Million Dollars ($15,000,00035,000,000) of the Company’s Common Stock, $0.001 0.0001 par value per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Zosano Pharma Corp)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(h) of that certain Purchase Agreement dated as of November 3September 8, 2017 2020, (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, INC.CELSION CORPORATION, a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Twenty-Six Million Dollars ($15,000,00026,000,000) of the Company’s Common Stock, $0.001 0.01 par value per share (the “Common Stock”). Terms Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, [ ], Secretary of the Company, hereby certifies, on behalf of the Company and not in his her individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Celsion CORP)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k8(j) of that certain Purchase Agreement dated as of November 3March 23, 2017 2022 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇PROCESSA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”) ), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Million Dollars ($15,000,000) of the Company’s Common Stock, $0.001 par value $0.0001 per share (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ____________, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows:

Appears in 1 contract

Sources: Purchase Agreement (Processa Pharmaceuticals, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(k) of that certain Purchase Agreement dated as of November 3April 30, 2017 2020 (“Purchase Agreement”), by and between ▇▇▇▇▇▇▇, ACER THERAPEUTICS INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Fifteen Million Dollars ($15,000,000) of the Company’s 's Common Stock, $0.001 0.0001 par value per share (the "Common Stock"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement. The undersigned, ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Secretary of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, certifies as follows:

Appears in 1 contract

Sources: Purchase Agreement (Acer Therapeutics Inc.)