REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 20th, 2006 • Xenomics Inc • Biological products, (no disgnostic substances)
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof among the Company and the Purchasers (the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of XENOMICS, INC.Xenomics Inc • November 20th, 2006 • Biological products, (no disgnostic substances)
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (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 November , 2012 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Xenomics, Inc., a Florida corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $.0001 per share, of the Company (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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 20th, 2006 • Xenomics Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November , 2006 among Xenomics, Inc., a Florida corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 20th, 2006 • Xenomics Inc • Biological products, (no disgnostic substances) • New York
SUBSIDIARY GUARANTEE, dated as of November , 2006 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, (the “Guarantors”), in favor of the purchasers signatory (the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Xenomics, Inc., a Florida corporation (the “Company”) and the Purchasers.
WARRANT AGREEMENTWarrant Agreement • November 20th, 2006 • Xenomics Inc • Biological products, (no disgnostic substances) • New York
WARRANT AGREEMENT dated as of November , 2006 by and between XENOMICS, INC., a Florida corporation (the “Company”) and GIAN LUIGI BUITONI ( (the “Lead Investor”).
