0000950133-04-002788 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 19th, 2004 • Novavax Inc • Biological products, (no disgnostic substances) • New York

SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 16, 2004 by and among Novavax, Inc., a Delaware corporation, with headquarters located at 8320 Guilford Road, Suite C, Columbia, Maryland 21046 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

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NOVAVAX, INC. COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • July 19th, 2004 • Novavax Inc • Biological products, (no disgnostic substances) • Delaware

THIS COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of July 16, 2004, by and between Novavax, Inc., a Delaware corporation (the “Company”), and Joseph R. Gregory, an individual resident of the State of Tennessee (such investor, or his nominee, the “Investor”).

EXCHANGE AGREEMENT
Exchange Agreement • July 19th, 2004 • Novavax Inc • Biological products, (no disgnostic substances) • Delaware

THIS EXCHANGE AGREEMENT (this “Agreement”) is entered into as of July 16, 2004, by and among NOVAVAX, INC., a Delaware corporation (the “Company”), KING PHARMACEUTICALS, INC., a Tennessee corporation (“King”), and PARKEDALE PHARMACEUTICALS, INC., a Michigan corporation (“Parkedale”).

TERMINATION AGREEMENT
Termination Agreement • July 19th, 2004 • Novavax Inc • Biological products, (no disgnostic substances) • Delaware

THIS TERMINATION AGREEMENT (this “Agreement”) is made as of July 19, 2004, by and among KING PHARMACEUTICALS, INC., a Tennessee corporation (“King”), PARKEDALE PHARMACEUTICALS, INC., a Michigan corporation (“Parkedale”), and NOVAVAX, INC., a Delaware corporation (“Novavax”).

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