0001144204-11-062631 Sample Contracts

COMMON STOCK PURCHASE WARRANT NOVELOS THERAPEUTICS, INC.
Novelos Therapeutics, Inc. • November 9th, 2011 • Pharmaceutical preparations • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 _____________, 201__1 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Novelos Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the common stock, par value $0.00001 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 1(b).

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UNDERWRITING AGREEMENT between NOVELOS THERAPEUTICS INC. and RODMAN & RENSHAW, LLC as Underwriter
Underwriting Agreement • November 9th, 2011 • Novelos Therapeutics, Inc. • Pharmaceutical preparations • New York

The undersigned, Novelos Therapeutics, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement with Rodman & Renshaw, LLC (hereinafter referred to as “you” (including its correlatives) or the “Underwriter”) as follows:

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