0001171843-20-004007 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 27th, 2020 • Seneca Biopharma, Inc. • Biological products, (no disgnostic substances) • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of May 22, 2020, between Seneca Biopharma, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Seneca Biopharma, Inc.
Seneca Biopharma, Inc. • May 27th, 2020 • Biological products, (no disgnostic substances) • New York

THIS PLACEMENT AGENT 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 5:00 p.m. (New York City time) on May 22, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Seneca Biopharma, 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). This Warrant is issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of January 17, 2020.

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