0000950124-07-006327 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 21st, 2007 • Crestview Capital Master LLC • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 29, 2006, by and among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 21st, 2007 • Crestview Capital Master LLC • Pharmaceutical preparations

This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 29, 2006, among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and the purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 21st, 2007 • Crestview Capital Master LLC • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of January 26, 2005, by and among Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of CHEMBIO DIAGNOSTICS, INC.
Common Stock Purchase Warrant • December 21st, 2007 • Crestview Capital Master LLC • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Chembio Diagnostics, Inc., a Nevada corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of CHEMBIO DIAGNOSTICS, INC.
Common Stock Purchase Warrant • December 21st, 2007 • Crestview Capital Master LLC • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Chembio Diagnostics, Inc., a Nevada corporation (the “Company”),up to ( ) shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

CHEMBIO DIAGNOSTICS, INC.
Crestview Capital Master LLC • December 21st, 2007 • Pharmaceutical preparations

On September 29, 2006, each of you and Chembio Diagnostics, Inc. (the “Company”) entered into a Securities Purchase Agreement, Registration Rights Agreement and a Common Stock Purchase Warrant with your purchase of the Company’s Series C Convertible Preferred Stock (the “Preferred Stock”) and Warrants to purchase the Company’s Common Stock. The Company filed a Certificate of Designation with the Nevada Secretary of State regarding the Preferred Stock on that date.

ACKNOWLEDGEMENT AND CONFIRMATION
Common Stock Purchase Agreement • December 21st, 2007 • Crestview Capital Master LLC • Pharmaceutical preparations • New York

WHEREAS, Crestview Capital Master, LLC (“Crestview”) has entered into a Common Stock Purchase Agreement (the “Agreement”) dated as of December 19, 2007 with Morten Meyerson (“Meyerson”), a copy of which is attached hereto as Exhibit A.

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