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(j) of that certain Purchase Agreement dated as of December 3, 2021 (“Purchase Agreement”), by and between TONIX PHARMACEUTICALS HOLDING CORP., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Eighty Million Dollars ($80,000,000) of the Company's Common Stock, par value $0.001 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:

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 8(j7(l) of that certain Common Stock Purchase Agreement dated as of December 3April __________, 2021 2016 (the “Common Stock Purchase Agreement”), by and between TONIX PHARMACEUTICALS HOLDING CORPURANIUM RESOURCES, INC., a Nevada Delaware corporation (the “Company”), ) and LINCOLN PARK ASPIRE CAPITAL FUND, LLC LLC, an Illinois limited liability company (the “InvestorBuyer”), pursuant to which the Company may sell to the Investor Buyer up to Eighty Twelve Million Dollars ($80,000,00012,000,000) of the Company's ’s Common Stock, par value $0.001 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 capacitycapacity as such, hereby certifies as follows:

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(j) of that certain Purchase Agreement dated as of December September 3, 2021 2020 (“Purchase Agreement”), by and between TONIX PHARMACEUTICALS HOLDING CORP., a Nevada corporation (the “Company”), ) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Eighty Thirty Million Dollars ($80,000,00030,000,000) of the Company's ’s Common Stock, $0.001 par value $0.001 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:

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 8(j8(k) of that certain Purchase Agreement dated as of December 3, 2021 January 24. 2022 (“Purchase Agreement”), by and between TONIX PHARMACEUTICALS HOLDING CORPEFFECTOR THERAPEUTICS, INC., a Nevada corporation 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 Eighty Fifty Million Dollars ($80,000,00050,000,000) of the Company's ’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 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:

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 8(j7(k) of that certain Common Stock Purchase Agreement dated as of December 3March [•], 2021 2015 (the “Common Stock Purchase Agreement”), by and between TONIX PHARMACEUTICALS HOLDING CORP.CELLCEUTIX CORPORATION, a Nevada corporation (the “Company”), ) and LINCOLN PARK ASPIRE CAPITAL FUND, LLC LLC, an Illinois limited liability company (the “InvestorBuyer”), pursuant to which the Company may sell to the Investor Buyer up to Eighty Thirty Million Dollars ($80,000,00030,000,000) of the Company's ’s Common Stock, par value $0.001 per share 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, on behalf of the Company and not certifies as follows in his individual capacity, capacity as followssuch:

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(j) of that certain Purchase Agreement dated as of December 3August 16, 2021 2022 (“Purchase Agreement”), by and between TONIX PHARMACEUTICALS HOLDING CORP., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Eighty Fifty Million Dollars ($80,000,00050,000,000) of the Company's ’s Common Stock, par value $0.001 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:

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (“Certificate”) is being delivered pursuant to Section 8(j8(II)(k) of that certain Purchase Agreement dated as of December 3August 13, 2021 2020 (“Purchase Agreement”), by and between TONIX PHARMACEUTICALS HOLDING CORPODYSSEY GROUP INTERNATIONAL, INC., a Nevada corporation (the “Company”), ) and LINCOLN PARK CAPITAL FUND, LLC (the “Investor”), pursuant to which the Company may sell to the Investor up to Eighty Ten Million Two Hundred Fifty Thousand Dollars ($80,000,00010,250,000) of the Company's Common Stock, $0.001 par value $0.001 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:

FORM OF SECRETARY’S CERTIFICATE. This Secretary’s Certificate (the “Certificate”) is being delivered pursuant to Section 8(j7(k) of that certain Common Stock Purchase Agreement dated as of December 3January __________, 2021 2018 (the “Common Stock Purchase Agreement”), by and between TONIX PHARMACEUTICALS HOLDING CORPVALERITAS HOLDINGS, INC., a Nevada Delaware corporation (the “Company”), ) and LINCOLN PARK ASPIRE CAPITAL FUND, LLC LLC, an Illinois limited liability company (the “InvestorBuyer”), pursuant to which the Company may sell to the Investor Buyer up to Eighty Twenty Million Dollars ($80,000,00020,000,000) of the Company's ’s Common Stock, par value $0.001 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 capacitycapacity as such, hereby certifies as follows: