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

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23, 2019 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALS, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Million Five Hundred Thousand Dollars ($6,500,000) of the Company’s Common Stock, par value $0.001 (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 as follows in his capacity as such:

Appears in 2 contracts

Sources: Common Stock Purchase Agreement (Ritter Pharmaceuticals Inc), Common Stock Purchase Agreement (Ritter Pharmaceuticals Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Share Purchase Agreement dated as of July 23October 27, 2019 2017 (the “Common Stock Share Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALS, APTOSE BIOSCIENCES INC., a Delaware corporation organized under the laws of Canada, (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Fifteen Million Five Hundred Thousand Dollars ($6,500,00015,500,000) of the Company’s Common Stock, common shares without par value $0.001 (the “Common StockShares”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Common Stock Share Purchase Agreement. The undersigned, _______________, Secretary of the Company, hereby certifies as follows in his capacity as such, hereby certifies as follows:

Appears in 1 contract

Sources: Common Shares Purchase Agreement (Aptose Biosciences Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23June , 2019 2016 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALSJAGUAR ANIMAL HEALTH, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Fifteen Million Five Hundred Thousand Dollars ($6,500,00015,000,000) of the Company’s Common Stock, par value $0.001 0.0001 (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 as follows in his capacity as such, hereby certifies as follows:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Jaguar Animal Health, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23April ____________, 2019 2017 (the “Common Stock Purchase Agreement”), by and between R▇RI▇▇▇▇ PHARMACEUTICALS▇HARMACEUTICALS, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Million Five Hundred Thousand Dollars ($6,500,000) of the Company’s Common Stock, par value $0.001 (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 as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Ritter Pharmaceuticals Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23February 28, 2019 2020 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALSMARKER THERAPEUTICS, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Thirty Million Five Hundred Thousand Dollars ($6,500,00030,000,000) of the Company’s Common Stock, par value $0.001 (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 as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Marker Therapeutics, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 2331, 2019 2020 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALS, INNOVATION PHARMACEUTICALS INC., a Delaware Nevada corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Thirty Million Five Hundred Thousand Dollars ($6,500,00030,000,000) of the Company’s Common Stock, par value $0.001 0.0001 (the “Common Stock”). Terms 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 as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Innovation Pharmaceuticals Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23[REQUIRES COMPLETION], 2019 2016 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ IMMUNE PHARMACEUTICALS, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUNDHLHW IV, LLC, an Illinois a Delaware limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Three Million Five Fifty Seven Thousand One Hundred Thousand Dollars ($6,500,0003,057,100) of the Company’s Common Stock, par value $0.001 0.0001 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, _______________[REQUIRES COMPLETION], Secretary of the Company, hereby certifies as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Immune Pharmaceuticals Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23August 12, 2019 2014 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALSAPRICUS BIOSCIENCES, INC., a Delaware Nevada corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Twenty-Two Million Five Hundred Thousand Dollars ($6,500,00022,000,000) of the Company’s Common Stock, par value $0.001 (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 as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Apricus Biosciences, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23[REQUIRES COMPLETION], 2019 2017 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ IMMUNE PHARMACEUTICALS, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUNDHLHW IV, LLC, an Illinois a Delaware limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to One Million Six Million Five Hundred Thousand Dollars ($6,500,0001,600,000) of the Company’s Common Stock, par value $0.001 0.0001 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, _______________[REQUIRES COMPLETION], Secretary of the Company, hereby certifies as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Immune Pharmaceuticals Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23September 25, 2019 2017 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALSWESTWATER RESOURCES, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Twenty-two Million Five Hundred Thousand Dollars ($6,500,00022,000,000) of the Company’s Common Stock, par value $0.001 (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 as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Westwater Resources, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23[REQUIRES COMPLETION], 2019 2016 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ IMMUNE PHARMACEUTICALS, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUNDHLHW IV, LLC, an Illinois a Delaware limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Ten Million Five Hundred Thousand Dollars ($6,500,00010,000,000) of the Company’s Common Stock, par value $0.001 0.0001 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, _______________[REQUIRES COMPLETION], Secretary of the Company, hereby certifies as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Immune Pharmaceuticals Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k7(j) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23April 17th, 2019 2015 (the “Amended and Restated Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALSBACTERIN INTERNATIONAL HOLDINGS, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Ten Million Five Hundred Thousand Dollars ($6,500,00010,000,000) of the Company’s Common Stock, par value $0.001 0.000001 (the “Common Stock”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Amended and Restated Common Stock Purchase Agreement. The undersigned, _______________, Secretary of the Company, hereby certifies as follows in his capacity as such, hereby certifies as follows:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Bacterin International Holdings, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23October 21, 2019 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALS, ENTASIS THERAPEUTICS HOLDINGS INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Twenty Million Five Hundred Thousand Dollars ($6,500,00020,000,000) of the Company’s Common Stock, par value $0.001 (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 as follows in his his/her capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Entasis Therapeutics Holdings Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23September18, 2019 2020 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALSOCEAN POWER TECHNOLOGIES, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Twelve Million Five Hundred Thousand Dollars ($6,500,00012,500,000) of the Company’s Common Stock, par value $0.001 (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 as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Ocean Power Technologies, Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23September 6, 2019 2017 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALS, INNOVATION PHARMACEUTICALS INC., a Delaware Nevada corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Thirty Million Five Hundred Thousand Dollars ($6,500,00030,000,000) of the Company’s Common Stock, par value $0.001 0.0001 (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 as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Innovation Pharmaceuticals Inc.)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23June 25, 2019 2018 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ SUNESIS PHARMACEUTICALS, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Fifteen Million Five Hundred Thousand Dollars ($6,500,00015,500,000) of the Company’s Common Stock, par value $0.001 0.0001 (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 as follows in his capacity as such:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Sunesis Pharmaceuticals Inc)

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 7(k) of that certain Amended and Restated Common Stock Purchase Agreement dated as of July 23August ____, 2019 2014 (the “Common Stock Purchase Agreement”), by and between R▇▇▇▇▇ PHARMACEUTICALSLIQUIDMETAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”) and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”), pursuant to which the Company may sell to the Buyer up to Six Thirty Million Five Hundred Thousand Dollars ($6,500,00030,000,000) of the Company’s Common Stock, par value $0.001 (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 as follows in his capacity as such, hereby certifies as follows:

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Liquidmetal Technologies Inc)