SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 30th, 2017 • Biocept Inc • Services-medical laboratories • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 28, 2017, between Biocept 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”).
COMMON STOCK PURCHASE WARRANTBiocept Inc • March 30th, 2017 • Services-medical laboratories • 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 October 1, 2017 (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”) but not thereafter, to subscribe for and purchase from Biocept, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.0001 per share (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 2(b).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 30th, 2017 • Biocept Inc • Services-medical laboratories • New York
LEAK-OUT AGREEMENTLeak-Out Agreement • March 30th, 2017 • Biocept Inc • Services-medical laboratories
This agreement (the “Leak-Out Agreement”) is being delivered to you in connection with an understanding by and among Biocept Inc., a Delaware corporation (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).
