0001493152-14-001851 Sample Contracts

Representative’s Warrant Agreement
S Warrant Agreement • June 10th, 2014 • Advaxis, Inc. • Pharmaceutical preparations • Delaware

THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF 180 DAYS FOLLOWING THE DATE OF THE UNDERWRITING AGREEMENT (DEFINED BELOW) TO ANYONE OTHER THAN (I) AEGIS CAPITAL CORP. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.

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AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT
Employment Agreement • June 10th, 2014 • Advaxis, Inc. • Pharmaceutical preparations

This Amendment No. 2 to Employment Agreement (this “Amendment”) is effective as of June 5, 2014, by and between Advaxis, Inc., a Delaware corporation (the “Company”), and Robert Petit (“Executive”).

SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement and General Release • June 10th, 2014 • Advaxis, Inc. • Pharmaceutical preparations • New Jersey

THIS SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made effective as of the 24th day of March, 2014, by and between Advaxis, Inc. (the “Company”) and Mark J. Rosenblum (“Employee”) (collectively, “the parties”).

EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • June 10th, 2014 • Advaxis, Inc. • Pharmaceutical preparations • Delaware

For purposes of this Exhibit C, a “Final License” shall mean a license from the USDA or the equivalent governmental body outside of the United States that is granted following the conduct of a clinical trial of the relevant Product including a sufficient number of study subjects to demonstrate fully the efficacy of such Product for the intended indication and otherwise to satisfy the requirements for a final license to commercialize such Product for the relevant indication in a branded form. A Final License shall not include a conditional license (i.e., a regulatory approval granted by the USDA or equivalent governmental body outside of the United States upon a determination that there is a reasonable expectation of efficacy for the intended indication based on results of a clinical trial performed on a limited number of study subjects, under which a Product may be sold in an unbranded form).

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • June 10th, 2014 • Advaxis, Inc. • Pharmaceutical preparations • New Jersey

This Amendment No. 1 to Employment Agreement (this “Amendment”) is effective as of June 5, 2014, by and between Advaxis, Inc., a Delaware corporation (the “Company”), and Sara Bonstein (“Executive”).

EMPLOYMENT AGREEMENT
Employment Agreement • June 10th, 2014 • Advaxis, Inc. • Pharmaceutical preparations

This Employment Agreement (the “Agreement”) is effective as of March 24, 2014, by and between Advaxis, Inc., a Delaware corporation (the “Company”), and Sara Bonstein (“Executive”).

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