0001641172-25-008629 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 5th, 2025 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of [*], 2025, by and between BIOAFFINITY TECHNOLOGIES, 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”).

PRE-FUNDED COMMON STOCK PURCHASE WARRANT BIOAFFINITY TECHNOLOGIES, INC.
Pre-Funded Common Stock Purchase Warrant • May 5th, 2025 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research

THIS PRE-FUNDED 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), up to [*] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the common stock, par value $0.007 per share, of the Company (“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).