0001144204-18-005539 Sample Contracts

COMMON STOCK PURCHASE WARRANT INNOVATE BIOPHARMACEUTICALS, Inc.
Innovate Biopharmaceuticals, Inc. • February 2nd, 2018 • Computer storage devices

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 the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”), provided that, if such date is not a Trading Day, the Termination Date should be the immediately following Trading Day, but not thereafter, to subscribe for and purchase from Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).

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FORM OF INNOVATE BIOPHARMACEUTICALS, INC. DIRECTOR INDEMNIFICATION AGREEMENT
Director Indemnification Agreement • February 2nd, 2018 • Innovate Biopharmaceuticals, Inc. • Computer storage devices • Delaware

This Director Indemnification Agreement (this “Agreement”) is entered into effective as of _______________ __, 2018 by and between Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and the director of the Company identified on the signature page hereto (the “Director” and collectively with such Director’s Affiliated Persons, as defined below, the “Indemnitees”).

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • February 2nd, 2018 • Innovate Biopharmaceuticals, Inc. • Computer storage devices • New York

This NOTE PURCHASE AGREEMENT (the “Agreement”), dated as of January 29 2018, is by and among Innovate Biopharmaceuticals Inc., a Delaware corporation with offices located at 8480 Honeycutt Rd, Suite 120, Raleigh, NC 27615 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • February 2nd, 2018 • Innovate Biopharmaceuticals, Inc. • Computer storage devices • Delaware

This SUBSCRIPTION AGREEMENT (this “Agreement”) is dated as of January 29, 2018 by and among Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and each purchaser listed on Annex A hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).

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