Common use of Waiver, etc Clause in Contracts

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. Number of Firm Shares: Number of Firm Warrants: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per Share: $ [·] Underwriting Discount per Share: $[·] Underwriting Non-accountable expense allowance per Share: $ [·] Proceeds to Company per Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESSOBR SAFE, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: ALEXANDER CAPITAL LP Name: Title: Aegis Underwriter Total Number of Firm Shares and Accompanying Firm Warrants to be Purchased Number of Additional Option Shares and Accompanying Option Warrants to be Purchased if the Option is Fully Exercised Alexander Capital Corp. LP [●] [●] Revere Securities LLC [●] [●] TOTAL [●] [●] Number of Firm Shares: [__] Number of Firm Warrants: [·__] Number of Additional Option Shares: [·__] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·__] Public Offering Price per ShareFirm Share and Firm Warrant: $ $[·__] Public Offering Price per Option Share and Option Warrant: $[__] Underwriting Discount per ShareFirm Share and Firm Warrant: $[·__] Underwriting Non-accountable expense allowance Discount per ShareOption Share and Option Warrant: $ $[·__] Proceeds to Company per Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per and Firm Warrant (before expenses): $ $[·__] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Proceeds to Company per Option Share and Option Warrant (before expenses): $[__] NAME Executive Officers Xxxxx Xxxxxxx Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxx Xxxxxxx Xxxxxxx Xxxxxx X. Xxxxxx Non-Employee Directors Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).Xxx

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. Number of Firm Shares: [•] Number of Firm Warrants: [·•] Number of Additional Option Shares: [·•] Number of Additional Option Warrants: [·•] Shares underlying each Firm Warrant exercise priceor Option Warrant: $ [·] One share of Common Stock Public Offering Price per Sharecombination of one Firm Share and one Firm Warrant: $ $[·•] (of which $[•] is allocated for each Firm Share and $[•] is allocated for each Firm Warrant) Underwriting Discount per Sharecombination of one Firm Share and one Firm Warrant: $[·•] Underwriting Non-accountable expense allowance per Sharecombination of one Firm Share and one Firm Warrant: $ $[·•] Proceeds to Company per combination of one Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per and one Firm Warrant (before expenses): $ $[·•] Free Writing ProspectusPrice per Option Share: $[•] Price per Option Warrant: $[•] Underwriting Discount per Option Share: $[•] Underwriting Discount per Option Warrant: $[•] [None.] [None.] Axiom Capital Management, dated as of August 7, 2013 Xxxxxx X. Inc. 700 Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx XX 00000 Ladies and Gentlemen: The undersigned understands that Aegis Axiom Capital Corp. Management, Inc. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesMonster Digital, Inc., a Michigan Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) of the shares of the Company’s common stock, no par value $0.0001 per shareshare (the “Common Stock”), of the Company (the “Shares”) and warrants to purchase shares of Common Stock (the “Warrants”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESEastside Distilling, INC. Inc. By: Name: Gxxxxx X. Xxxxxxxxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Axxxx X. Xxxxxxxx Title: Head of Equity Capital Markets AEGIS CAPITAL CORP. By: Name: Title: Rxxx Capital Partners, LLC Aegis Capital Corp. Number of Firm Units: 1,200,000 Number of Option Shares: 180,000 Number of Firm Option Warrants: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] 180,000 Public Offering Price per ShareFirm Unit: $ $[·____] Underwriting Discount per ShareFirm Unit: $[·____] Underwriting Non-accountable expense allowance per ShareFirm Unit: $ [·$______] Proceeds to Company per Share (before expenses): $ [·] Public Allocated Offering Price per Warrant: $ [·$____] Underwriting Discount per Warrant: $ [·$___] Proceeds to the Company per Warrant Unit (including non-accountable expense but before expenses): $ [·$___] Free Writing Prospectus[None.] [None.] Rxxx Capital Partners, dated as of August 7LLC 800 Xxx Xxxxxxxx Xxxxxxx Xxxxx, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx XX 00000 and Aegis Capital Corp. 000 800 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Rxxx Capital Corp. Partners, LLC, as representative, joint lead underwriter, and joint bookrunner (the “Representative” or “Aegis”) proposes ), and Aegis Capital Corp., as joint lead underwriter and joint bookrunner, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesEastside Distilling, Inc., a Michigan Nevada corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares units consisting of one share of common stock, no par value $0.0001 per share, of the Company (the “Shares”) and one warrant to purchase one share of common stock, par value $0.0001 per share, of the Company (the “Public Offering”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: /s/ Xxx Xxxx Name: Xxx Xxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: /s/ Xxx Xxxxxxxxxx Name: Xxx Xxxxxxxxxx Title: Aegis Supervisory Principal XX Xxxxxx, division of Benchmark Investments, LLC 2,064,480 309,672 Spartan Capital Corp. Securities, LLC 516,120 77,418 TOTAL 2,580,600 387,090 Number of Firm SharesSecurities: 2,580,600 Number of Firm WarrantsOption Securities: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] 387,090 Public Offering Price per ShareFirm Security: $ [·] $4.65 Public Offering Price per Option Security: $4.65 Underwriting Discount per ShareFirm Security: $[·] 0.3255 Underwriting Non-accountable expense allowance Discount per ShareOption Security: $ [·] $0.3255 Proceeds to Company per Share Firm Security (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] $4.3245 Proceeds to the Company per Warrant Option Security (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).$4.3245

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters Underwriters, the Company and the CompanySelling Stockholder, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESTHE GLADSTONE COMPANIES, INC. By: Name: Title: THE SELLING STOCKHOLDER THE GLADSTONE COMPANIES, LTD. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: XX XXXXXX, division of Benchmark Investments, LLC By: Name: Xxx Xxxxxxxxxx Title: Aegis Capital Corp. Supervisory Principal THE GLADSTONE COMPANIES, INC. – UNDERWRITING AGREEMENT XX Xxxxxx, division of Benchmark Investments, LLC Number of Firm Shares: Number of Firm Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per Firm Share: $ [·] Public Offering Price per Option Share: $ Underwriting Discount per Share: $[·] Underwriting Non-accountable expense allowance per Firm Share: $ [·] Underwriting Discount per Option Share: Proceeds to Company per Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant Option Share (before expenses): $ [·[ ] Free Writing Prospectus, dated as List of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).Lock-Up Parties

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESEYEGATE PHARMACEUTICALS, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Underwriter Total Number of Firm Shares to be Purchased Number of Option Shares to be Purchased if the Over-Allotment Option is Fully Exercised Aegis Capital Corp. Chardan Capital Markets, LLC TOTAL Number of Firm Shares: Number of Firm Warrants: [·•] Number of Additional Option Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·•] Public Offering Price per Share: $ $[·•] Underwriting Discount per Share: $[·•] Underwriting Non-accountable expense allowance Expense Allowance per Share: $ $[·•] Proceeds to Company per Share (before expenses, excluding Company’s Insiders’ participation): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·•] Free Writing ProspectusProspectus dated September 12, 2014 (Corporate Presentation); Free Writing Prospectus dated as of August 7September 29, 2013 2014 (Corporate Presentation); Free Writing Prospectus dated October 24, 2014 (Corporate Presentation); and Free Writing Prospectus dated January 1, 2015 (Corporate Presentation). [None.] Stxxxxx Xrom Mixxxxx Xxxxx Paxx Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Moxxxx Xxxxxxxx Prxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx Thxxxx Xxxxxxx Thxxxx X. Xxxxxxx Bexxxxx Xxxxxxx-Xamine Moxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxVentech SA Innoven Partenaires S.A. Natixis Private Equity THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (the “Representative” or “Aegis”DEFINED BELOW) proposes to enter into an Underwriting Agreement TO ANYONE OTHER THAN (the “Underwriting Agreement”I) with Aastrom BiosciencesAEGIS CAPITAL CORP., Inc.CHARDAN CAPITAL MARKETS, a Michigan corporation LLC OR AN UNDERWRITER OR A SELECTED DEALER PARTICIPATING IN THE OFFERING, OR (the “Company”)II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP., providing for the public offering (the “Public Offering”) of shares of common stockCHARDAN CAPITAL MARKETS, no par value per shareLLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., of the Company (the “Shares”)EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. Cxxxxxx & Co., LLC Dxxxxx Xxxxx Securities, Inc. Number of Firm SharesShares underlying the Units: [●] Number of Firm WarrantsWarrants underlying the Units: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Unit: $[●] Value of each Unit attributable to Firm Share: $ $[·●] Value of each Unit attributable each Firm Warrant: $[●] Underwriting Discount per ShareUnit: $[·●] Underwriting Non-accountable expense allowance per ShareUnit: $ $[·●] Proceeds to Company per Share Unit (before expenses): $ $[·●] Public Offering Price per WarrantOption Share: $ $[·●] Underwriting Discount per Option Share: $[●] Price per Option Warrant: $ $[·●] Proceeds to the Company Underwriting Discount per Warrant (before expenses): $ Option Warrant: $[·●] Free Writing ProspectusDxxxxx Xxxxx Securities, dated as of August 7Inc. 1 Xxxxx Xxxxxxx Xxxxxxx, 2013 Xxxxxx X. 0xx Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxXxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx XX 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. Dxxxxx Xxxxx Securities, Inc. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesIMAC Holdings, Inc., a Michigan corporation Delaware company (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company units (the “SharesUnits”), each of which is comprised of one share of common stock of the Company, par value $0.001 per share (the “Common Stock”), and two warrant s to purchase one share of Common Stock of the Company.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters Underwriter and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESCITIUS PHARMACEUTICALS, INC. By: Name: Title: Confirmed as of the date first written above mentioned: X. XXXXXXXXXX & CO., on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: LLC By: Name: Title: Aegis Capital Corp. Pricing Information Number of Firm Shares: Number of Pre-Funded Warrants: Number of Firm Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Option Warrants: [·] Warrant exercise priceExercise Price: $ [·] Public Offering Price per Firm Share: $ [·] Public Offering Price per Pre-Funded Warrant: $ Public Offering Price per Firm Warrant: $0.01 Underwriting Discount per Share: $[·] Underwriting Non-accountable expense allowance per Firm Share: $ [·] Underwriting Discount per Pre-Funded Warrant: $ Underwriting Discount per Firm Warrant: $0.0008 Proceeds to Company per Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Pre-Funded Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Proceeds to Company per Firm Warrant (before expenses): $ None. Xxxxx Xxxxxx X. Xxxxxxxx Xxxxxxx Xxxxx Xxxxx Xxxxxxxxx Xxxxx Xxxxx Xxxxx Xxxx X. Dr. Xxxxxxx Xxxx Xx. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. X.X. Xxxxxxxxxx & Co., LLC 000 Xxxxxxx Xxxx Xxxxxx, 00xx 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Citius Pharmaceuticals, Inc. (the “Company”) – Restriction on Stock Sales Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (This Lock-Up Agreement is being delivered to you pursuant to the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciencesto be entered into by the Company, Inc.as issuer, a Michigan corporation and X.X. Xxxxxxxxxx & Co., LLC, as the underwriter (the “CompanyUnderwriter”)) named therein. Upon the terms and subject to the conditions of the Agreement, providing for the Underwriter intends to effect a public offering of securities of the Company pursuant to a registration statement (the “Public Registration Statement”) on Form S-1 (the “Offering”). Capitalized terms used and not otherwise defined herein shall have the meanings given them in the Agreement. In order to induce the Underwriter to enter into the Agreement, the undersigned agrees that, for a period (the “Lock-Up Period”) beginning on the date hereof and ending on, and including, the date that is 90 days after the date of shares the Agreement, the undersigned will not, without the prior written consent of common stockthe Underwriter, no par value per share(i) sell, offer to sell, contract or agree to sell, hypothecate, pledge, grant any option to purchase or otherwise dispose of or agree to dispose of, directly or indirectly, or file (or participate in the filing of) a registration statement with the Securities and Exchange Commission (the “Commission”) in respect of, or establish or increase a put equivalent position or liquidate or decrease a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder (the “Exchange Act”) with respect to, any Common Stock or any other securities of the Company that are substantially similar to Common Stock, or any securities convertible into or exchangeable or exercisable for, or any warrants or other rights to purchase, the foregoing, (ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the “Shares”economic consequences of ownership of Common Stock or any other securities of the Company that are substantially similar to Common Stock, or any securities convertible into or exchangeable or exercisable for, or any warrants or other rights to purchase, the foregoing, whether any such transaction is to be settled by delivery of Common Stock or such other securities, in cash or otherwise or (iii) publicly announce an intention to effect any transaction specified in clause (i) or (ii).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESSHIFTPIXY, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: : A. G.P./ALLIANCE GLOBAL PARTNERS Name: Txxxxx X. Xxxxxxx Title: Aegis Capital Corp. Managing Director, Investment Banking Number of Firm Shares: Number of Pre-Funded Warrants: Number of Firm Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per Firm Share: $ [·] Public Offering Price per Pre-Funded Warrant: Public Offering Price per Firm Warrant: $0.001 Firm Warrant Exercise Price: Underwriting Discount per Firm Share: Underwriting Discount per Pre-Funded Warrant: Underwriting Discount per Firm Warrant: $[·] Underwriting Non-accountable expense allowance per Share: $ [·] 0.00007 Proceeds to Company per Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Pre-Funded Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Proceeds to Company per Firm Warrant (before expenses): $0.00093 Sxxxxxx Xxxxxx 180 days Sxxxx X. Xxxxxx 180 days Dxxxxxx X. Xxxxxx 90 days Kxxxxxx X. Xxxxxx 90 days Wxxxxxx X. Xxxxx 90 days Cxxxxxxxxxx Xxxxx 90 days Axxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 90 days Alliance Global Partners 500 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. A.G.P./Alliance Global Partners, as Representative of the several underwriters (the “Representative” or “Aegis”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesShiftPixy, Inc., a Michigan Wyoming corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters named in Exhibit A to the Underwriting Agreement (the “Underwriters”) of shares of common stock, no par value $0.0001 per share, of the Company (the “Common Shares”), pre-funded warrants to purchase common stock and common stock purchase warrants (the “Warrants” and together with the Common Shares, the “Securities”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. Wearable Devices Ltd. By: Name: Xxxxx Xxxxx Title: CEO Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. [Signature Page] [ISSUER] – Underwriting Agreement ThinkEquity LLC Number of Firm Shares: [●] Number of Firm Pre-Funded Warrants: [·●] Number of Additional Option Shares: [·●] Number of Additional Option Pre-Funded Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Share: $ $[·●] Public Offering Price per Pre-Funded Warrant: [●] Pre-Funded Warrant Exercise Price: $[●] Underwriting Discount per Share: $[·●] Underwriting NonDiscount per Pre-accountable expense allowance per ShareFunded Warrant: $ $[·●] Proceeds to Company per Share (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·●] Proceeds to the Company per Warrant (before expenses): $ Pre-Funded Warrants: $[·●] Free Writing ProspectusThinkEquity LLC [●], dated as of August 7, 2013 Xxxxxx X. 2024 00 Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx41st Floor New York, Xxx Xxxx 00000 NY 10004 As Representative of the several Underwriters named on Schedule 1 to the Underwriting Agreement referenced below Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. ThinkEquity LLC (the “Representative” or “Aegis”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesWearable Devices Ltd., Inc., a Michigan corporation an Israeli company (the “Company”), providing for the public offering (the “Public Offering”) of ordinary shares of common stockthe Company, no par value NIS 0.01 per share, of the Company share (the “Ordinary Shares”). To induce the Representative to continue its efforts in connection with the Public Offering, the undersigned hereby agrees that, without the prior written consent of the Representative, the undersigned will not, during the period commencing on the date hereof and ending 90 days after the date of the Underwriting Agreement relating to the Public Offering (the “Lock-Up Period”), (1) offer, pledge, sell, contract to sell, grant, lend, or otherwise transfer or dispose of, directly or indirectly, any Ordinary Shares or any securities convertible into or exercisable or exchangeable for Ordinary Shares, whether now owned or hereafter acquired by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition (collectively, the “Lock-Up Securities”); (2) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Lock-Up Securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Lock-Up Securities, in cash or otherwise; (3) make any demand for or exercise any right with respect to the registration of any Lock-Up Securities; or (4) publicly disclose the intention to make any offer, sale, pledge or disposition, or to enter into any transaction, swap, hedge or other arrangement relating to any Lock-Up Securities.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between usus as of the date first above written. Very truly yours, AASTROM BIOSCIENCES, INC. TC BIOPHARM (HOLDINGS) PLC By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: EX XXXXXX, division of Benchmark Investments, LLC Name: Title: Aegis Capital Corp. EX Xxxxxx, division of Benchmark Investments, LLC [●] [●] Number of Firm Shares: 5,176,468 Number of Firm Warrants: [·] 6,470,585 Number of Additional Option Shares: [·] 776,470 Number of Additional Option Warrants: [·] Warrant exercise price: $ [·] 970,587 Public Offering Price per ShareFirm Security: $ [·] $4.25 Public Offering Price per Option Security: $4.25 Underwriting Discount per ShareFirm Security: $[·] 0.34 Underwriting Non-accountable expense allowance Discount per ShareOption Security: $ [·] $0.34 Proceeds to Company per Share Firm Security (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] $3.91 Proceeds to the Company per Warrant Option Security (before expenses): $ [·] Free Writing Prospectus$3.91 None. 1. Scottish Enterprise 2. MEDINET Co., dated as of August Ltd 3. NIPRO Corporation 4. Dx. Xxxxxxx Xxxx 5. Axxxxx Xxxxx 6. Nxxx Xxxx 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis . Axxxx Xxxx 8. Entities affiliated with Renaissance Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).Partners Limited 9. Bxxxx Xxxxx

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESSOLIGENIX, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: Name: Title: Aegis Capital Corp. Maxim Group LLC Number of Firm Shares: [●] Number of Firm Warrants: [·●] Number of Additional Option Shares: [·●] Number of Additional Option Warrants: [·●] Warrant exercise priceExercise Price: $ [·●] Public Offering Price per Share: $ $[·●] Public Offering Price per Warrant: $[●] Underwriting Discount per Share: $[·●] Underwriting Discount per Warrant: $[●] Underwriting Non-accountable expense allowance per ShareShare and Warrant: $ $[·●] Proceeds to Company per Share share and warrant (before expenses): $ $[·●] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing ProspectusRxxxxxx X. Xxxx NRM VII Holdings I, dated as of August 7LLC Pxxxx Xxxxxxx Sigma-Tau Pharmaceuticals, 2013 Xxxxxx Inc. SciClone Pharmaceuticals, Inc. Intrexon Corporation Cxxxxxxxxxx X. Xxxxxxx Kxxxx Xxxxxxxx Mxxxx Xxxxxxxx Gxxxx X. Xxxxxxxx Rxxxxx X. Xxxxx Jxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Rxxxxxx Xxxxxxx Oreola Dxxxxx Xxxxx R. Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 800 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 As Representative of the several Underwriters named on Schedule 1 to the Underwriting Agreement referenced below Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. you (the “Representative” or “Aegis”) proposes and certain other firms (the “Underwriters”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciencesproviding for the purchase by the Underwriters of shares (the “Stock”) of common stock, par value $0.001 per share (the “Common Stock”) and warrants to purchase shares of Common Stock, of Soligenix, Inc., a Michigan Delaware corporation (the “Company”), providing for and that the Underwriters propose to reoffer the Stock and warrants to the public offering (the “Public Offering”). In consideration of the execution of the Underwriting Agreement by the Underwriters, and for other good and valuable consideration, the undersigned hereby irrevocably agrees that, without the prior written consent of the Representative, on behalf of the Underwriters, the undersigned will not, directly or indirectly, (a) offer for sale, sell, pledge, or otherwise transfer or dispose of (or enter into any transaction or device that is designed to, or could be expected to, result in the transfer or disposition by any person at any time in the future of) any shares of Common Stock (including, without limitation, shares of Common Stock that may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations of the Securities and Exchange Commission and shares of Common Stock that may be issued upon exercise of any options or warrants) or securities convertible into or exercisable or exchangeable for Common Stock; (b) enter into any swap or other derivatives transaction that transfers to another, in whole or in part, any of the economic benefits or risks of ownership of shares of common stockCommon Stock, no par value per sharewhether any such transaction described in clause (a) or (b) above is to be settled by delivery of Common Stock or other securities, in cash or otherwise; (c) except as provided for below, make any demand for or exercise any right or cause to be filed a registration statement, including any amendments thereto, with respect to the registration of any shares of Common Stock or securities convertible into or exercisable or exchangeable for Common Stock or any other securities of the Company Company; or (d) publicly disclose the intention to do any of the foregoing for a period commencing on the date hereof and ending on the 90th day after the date of the Prospectus relating to the Offering (such 90-day period, the “SharesLock-Up Period”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESAPOLLO MEDICAL HOLDINGS, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: Name: Title: Aegis Capital Corp. Number of Firm Shares: [•] Number of Firm Warrants: [·•] Number of Additional Option Shares: [·•] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·•] Public Offering Price per Share: $ $[·•] Public Offering Price per Warrant: $[•] Underwriting Discount per Share: $[·•] Underwriting Discount per Warrant: $[•] Underwriting Non-accountable expense allowance per ShareShare and Warrant: $ $[·•] Proceeds to Company per Share share and warrant (before expenses): $ $[·•] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. Corp., as Representative of the several underwriters (the “Representative” or “Aegis”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesApollo Medical Holdings, Inc., a Michigan Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters named in Schedule A to the Underwriting Agreement (the “Underwriters”) of shares of common stock, no par value $0.001 per share, of the Company (the “Shares”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters Underwriter and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESBIORESTORATIVE THERAPIES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: Name: Title: Aegis Capital Corp. TOTAL Number of Firm Shares: [•] Number of Firm Warrants: [·•] Number of Additional Option Shares: [·•] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·•] Public Offering Price per Share: $ Firm Share (with accompanying Firm Warrant): $[·•] Underwriting Discount per Firm Share: $[·•] Underwriting Non-accountable expense allowance per Firm Share: $ $[·•] Proceeds to Company per Firm Share (before expenses): $ $[·•] Public Offering Price per Option Share: $[•] Public Offering Price per Option Warrant: $ $0.01 Underwriting Discount per Option Share: $[·•] Underwriting Discount per Option Warrant: $ $[•] Free writing prospectus filed with the Commission on [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus], dated as of August 7, 2013 Xxxxxx 2015 Mxxx Xxxxxxx Exxxxx X. Field Fxxxxxxxx Xxxxx Xxxxxx Mxxxx X. Xxxxxxxxx Xxxx Cxxxx X. Xxxxxx Xxxxxx Jxxxxxx Xxxxx Cxxxxxx X. Xxxx Pxxx Xxxx Txxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx(Bermuda) Ltd. THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT (the A) SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED IN THE UNDERWRITING AGREEMENT) TO ANYONE OTHER THAN (I) AEGIS CAPITAL CORP. (“Representative” or “AegisAEGIS”) proposes to enter into an Underwriting Agreement OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING (the DEFINED IN THE UNDERWRITING AGREEMENT), OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER (PROVIDED THAT, WITH RESPECT TO (I) AND (II), ALL SECURITIES SO TRANSFERRED REMAIN SUBJECT TO THE LOCK-UP RESTRICTIONS CONTAINED IN FINRA RULE 5110(G)(1) FOR THE REMAINDER OF THE TIME PERIOD SET FORTH THEREIN, IN ACCORDANCE WITH FINRA RULES 5110(G)(1) AND 5110(G)(2)(A)(II)) OR (B) FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING THE EFFECTIVE DATE, CAUSE THIS PURCHASE WARRANT OR THE SHARES (DEFINED BELOW) TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS PURCHASE WARRANT OR THE SHARES, EXCEPT AS PROVIDED FOR IN FINRA RULE 5110(G)(2). CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN SHALL HAVE THE MEANINGS ASCRIBED TO THEM IN THE UNDERWRITING AGREEMENT ENTERED INTO BETWEEN THE COMPANY (DEFINED BELOW) AND AEGIS, DATED [_____], 2015 (THE “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “CompanyUNDERWRITING AGREEMENT”). THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., providing for the public offering (the “Public Offering”) of shares of common stockEASTERN TIME, no par value per share, of the Company (the “Shares”)[___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESPRECIPIO, INC. By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: President and Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Head of Investment Banking [SIGNATURE PAGE] PRECIPIO – UNDERWRITING AGREEMENT Aegis Capital Corp. 6,000 2,400,000 900 360,000 Number of Firm Shares: 6,000 Number of Firm Warrants: [·] 2,400,000 Number of Additional Option Shares: [·] 900 Number of Additional Options Warrants: [·] Warrant exercise price360,000 Purchase Price per Option Warrant: $ [·] $0.01 Purchase Price per Option Share: $930 Public Offering Price per ShareFirm Security: $ [·] $1,000 Underwriting Discount per ShareFirm Security: $[·] 70 Underwriting Non-accountable expense allowance per ShareFirm Security: $ [·] $10 Proceeds to Company per Share Firm Security and Option Security (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to $930 Free Writing Prospectus filed by the Company per Warrant (before expenses): $ [·] on August 1, 2017 Free Writing ProspectusProspectus filed by the Company on August 2, dated as 2017 List of August 7, 2013 Lock-Up Parties Xxxx Xxxxxxx Xxxxxx X. Xxxxxxxxxx Xxxx Xxxxx Xxxx Xxxxxxx Xxxxxx X. Xxxxxxxxx Xxxx Xxxxxx Xxxxxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxXxxxx THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (the 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. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “CompanySECURITIES ACT”), providing for the public offering OR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (the “Public Offering”1) of shares of common stockAN EFFECTIVE REGISTRATION STATEMENT COVERING SUCH SECURITIES UNDER THE SECURITIES ACT AND ANY OTHER APPLICABLE SECURITIES LAWS, no par value per shareOR (2) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO PRECIPIO, of the Company (the “Shares”)INC. THAT SUCH REGISTRATION IS NOT REQUIRED. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [ ] [DATE THAT IS ONE YEAR FROM THE DATE OF THE UNDERWRITING AGREEMENT]. VOID AFTER 5:00 P.M., EASTERN TIME, [ ] [DATE THAT IS FIVE YEARS FROM THE DATE OF THE UNDERWRITING AGREEMENT].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance compliance, or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance compliance, or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance compliance, or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters Underwriter and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Xxx Xxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: above. By: Name: Xxxxxx Xxxx Title: Chief Executive Officer Underwriters Aegis Capital Corp. Total Number of Units: [●] ● Number of Units containing Firm Shares (“Common Units”) [●] ● Number of Units containing Pre-funded Warrants (“Pre-funded Units”) [●] Number of Option Shares: [●] Number of Firm Option Pre-funded Warrants: [·●] Number of Additional Shares: [·] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per ShareCommon Unit: $ [·●] Public Offering Price per Pre-funded Unit: $ [●] Exercise Price per Pre-Funded Warrant: $ 0.001 Exercise Price per Warrant per whole share: $ [●] Underwriting Discount per ShareCommon Unit: $$ [·●] Underwriting Discount per Pre-funded Unit: $ [●] Non-accountable expense allowance per Common Unit and per Pre-funded Unit: $ [●] Purchase Price per Option Share: $ [·●] Proceeds to Company per Share (before expenses): $ [·] Public Offering Purchase Price per Option Pre-Funded Warrant: $ [·●] Underwriting Discount Purchase Price per Option Warrant: $ [·●] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxx Xxxx X. The Xxxx Family 2020 Irrevocable Trust Xxxxxxx Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Hack Xxxxxx Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Xxxxx October [●], 2023 Aegis Capital Corp. 000 Xxxxxxx Xxxxxx0000 Xxxxxx xx xxx Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx XX 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. Corp., the underwriter, (the “Representative” or “AegisUnderwriter”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesApplied UV, Inc., a Michigan corporation company formed under the laws of Nevada (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of by the Company of an aggregate of [●] units (the “Units”), each consisting of (i) one share of the Company’s common stock (each, a “Firm Share” and collectively, the “Firm Shares”), par value $0.0001 per share (the “Common Stock”) or a pre-funded warrant to purchase one share of common stock (each a “Pre-funded Warrant” and collectively, the “Pre-funded Warrants”) and (ii) a common warrant to purchase one share of Common Stock (each, a “Common Warrant”, and collectively, the “Common Warrants”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESKIROMIC BIOPHARMA, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: THINKEQUITY LLC By: Name: Title: Aegis Capital Corp. KIROMIC BIOPHARMA, INC. – UNDERWRITING AGREEMENT ThinkEquity LLC . TOTAL Number of Firm Shares: [ ] Number of Firm Pre-Funded Warrants: [ ] Number of Firm Warrants: [·[ ] Number of Additional Option Shares: [·Up to [ ] Number of Additional Option Pre-Funded Warrants: [·Up t o [ ] Warrant exercise priceNumber of Option Warrants: $ [·Up to [ ] Public Offering Price per Firm Share: $ [·$[ ] Public Offering Price per Firm Pre-Funded Warrant: $[ ] Public Offering Price per Firm Warrant: $0.001 Underwriting Discount per Firm Share: $[ ] Underwriting Discount per Firm Pre-Funded Warrant; $[ ] Underwriting Discount per Firm Warrant: $0.00007 Underwriting Non-accountable expense allowance per Firm Share: $[·[ ] Underwriting Non-accountable expense allowance per ShareFirm Pre-Funded Warrant: $ [·$[ ] Underwriting Non-accountable expense allowance per Firm Warrant: $0.00001 Proceeds to Company per Firm Share (before expenses): $[ ] Proceeds to Company per Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Firm Pre-Funded Warrant (before expenses): $ $[ ] Proceeds to Company per Firm Warrant (before expenses): $[ ] [·None.] Free Writing Prospectus, dated as of August 7, 2013 [None.] Xxxxxx X. Xxxxxxx Xxxxxx Xxxxx Xxxxx Xxxxxxxx Xxxxxxx Xxxx Xxxxxxx Xxxxxxxxx Xxxxxxx Xxxxx Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxTirelli THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and GentlemenTRANSFER 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) THINKEQUITY LLC, OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF THINKEQUITY LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS [180 DAYS] FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FOUR AND ONE HALF YEAR PERIOD FROM THE 180 DAYS FROM THE EFFECTIVE DATE OF THE OFFERING]. Warrant Shares: The undersigned understands that Aegis Capital Corp. _______ THIS WARRANT TO PURCHASE COMMON STOCK (the “Representative” or “AegisWarrant”) proposes to enter into an Underwriting Agreement certifies that, for value received, _____________ or its assigns (the “Underwriting AgreementHolder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____, 2022 (the “Initial Exercise Date”) and, in accordance with Aastrom BiosciencesFINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is four and one-half year period from the 180 days from the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Kiromic Biopharma, Inc., a Michigan Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) of up to ______ shares of common stockCommon Stock, no par value $0.001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESVALLON PHARMACEUTICALS, INC. By: /s/ Dxxxx Xxxxx Name: Dxxxx Xxxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: THINKEQUITY A Division of Fordham Financial Management, Inc. By: /s/ Exxx Xxxx Name: Exxx Xxxx Title: Aegis Capital Corp. Head of Investment Banking Vallon Pharmaceuticals, Inc. – Underwriting Agreement ThinkEquity, a division of Fordham Financial Management, Inc. 2,250,000 337,500 TOTAL Number of Firm Shares: 2,250,000 Number of Firm Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] 337,500 Public Offering Price per Share: $ [·] $8.00 Underwriting Discount per Share: $[·] 0.56 Underwriting Non-accountable expense allowance per Share: $ [·] $0.08 Proceeds to Company per Share (before expenses): $ $7.36 [·None.] Public Offering Price per WarrantTHE 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) THINKEQUITY, A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC., OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF THINKEQUITY, A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC., OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [______], 20211. VOID AFTER 5:00 P.M., EASTERN TIME, [____], 20252. Warrant Shares: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. _______ THIS WARRANT TO PURCHASE COMMON STOCK (the “Representative” or “AegisWarrant”) proposes to enter into an Underwriting Agreement certifies that, for value received, _____________ or its assigns (the “Underwriting AgreementHolder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____, 20213 (the “Initial Exercise Date”) and, in accordance with Aastrom BiosciencesFINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the commencement of sales of the offering (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vallon Pharmaceuticals, Inc., a Michigan Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) of up to ______ shares of common stockCommon Stock, no par value $0.0001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, ISIGN SOLUTIONS INC. By: :. /s/ Xxxxxx X. Xxxxxxxx Name: Xxxxxx X. Xxxxxxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AXIOM CAPITAL MANAGEMENT, INC. By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Aegis President Axiom Capital Corp. Management, Inc. Number of Firm Shares: [•] Number of Firm Warrants: Warrants [·•] Number of Additional Option Shares: [·•] Number of Additional Warrants: Option Warrants [·•] Purchase Price per Option Warrant exercise price: $ [·•] Purchase Price per Option Share [•] Public Offering Price per Share: $ Firm Share [·•] Warrant Public Offering Price per Firm Warrant [•] Underwriting Discount per Share: $[·•] Underwriting Non-accountable expense allowance per Share: $ $[·•] Proceeds to Company per Share (before expenses): $ $[·•] Public Offering Price per Warrant: $ [·None.] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxx Xxxxxxx Xxxxxxx Xxxxxx Xxxxx X. Xxxxxxx Xxxxxxxxx Xxxxxxx Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxPhoenix Venture Fund LLC Xxxxxx Xxxxxxxx Xxxxx Xxxxx THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (the “Representative” or “Aegis”DEFINED BELOW) proposes to enter into an Underwriting Agreement TO ANYONE OTHER THAN (the “Underwriting Agreement”I) with Aastrom BiosciencesAXIOM CAPITAL MANAGEMENT, Inc.INC. OR AN UNDERWRITER OR A SELECTED DEALER PARTICIPATING IN THE OFFERING, a Michigan corporation OR (the “Company”)II) A BONA FIDE OFFICER OR PARTNER OF AXIOM CAPITAL MANAGEMENT, providing for the public offering (the “Public Offering”) of shares of common stockINC. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER, no par value per shareIN EACH CASE IN ACCORDANCE WITH FINRA CONDUCT RULES. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., of the Company (the “Shares”)EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INCCOMSOVEREIGN HOLDING CORP. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: KINGSWOOD CAPITAL MARKETS, division of Benchmark Investments, Inc. Name: Title: Aegis Kingswood Capital Corp. Markets, division of Benchmark Investments, Inc. Number of Firm Units: [●] Number of Option Shares: [●] Number of Firm Option Warrants: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Firm Unit: $[●] Public Offering Price per Option Share: $ $[·●] Public Offering Price per Option Warrant: $[●] Underwriting Discount per Firm Unit: $[●] Underwriting Discount per Option Share: $[·●] Underwriting Discount per Option Warrant: $[●] Proceeds to Company per Firm Unit (before expenses): $[●] Proceeds to Company per Option Share (before expenses): $[●] Proceeds to Company per Option Warrant (before expenses): $[●] Underwriting Non-accountable expense allowance per ShareFirm Unit: $ $[·●] Proceeds to Company per Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx None.] 1. Xxxxxx X. Xxxxxx Xxxxx 2. Xxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters Underwriter and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESCITIUS PHARMACEUTICALS, INC. By: Name: Title: Confirmed as of the date first written above mentionedabove: X.X. XXXXXXXXXX & CO., on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: LLC By: Name: Title: Aegis Capital Corp. SCHEDULE 1-A Pricing Information Number of Firm Shares: [●] Number of Pre-Funded Warrants: [●] Number of Firm Warrants: [·●] Number of Additional Option Shares: [·●] Number of Additional Option Warrants: [·●] Warrant exercise priceExercise Price: $ $[·●] Public Offering Price per Firm Share: $ $[·●] Public Offering Price per Pre-Funded Warrant: $[●] Public Offering Price per Firm Warrant: $0.01 Underwriting Discount per Firm Share: $[●] Underwriting Discount per SharePre-Funded Warrant: $[·●] Underwriting Non-accountable expense allowance Discount per ShareFirm Warrant: $ $0.0007 Proceeds to Company per Firm Share (before expenses): $[·●] Proceeds to Company per Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Pre-Funded Warrant (before expenses): $ $[·●] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Proceeds to Company per Firm Warrant (before expenses): $[●] None. Xxxxx Xxxxxx X. Xxxxxxxx Xxxxxxx Xxxxx Xxxxx Xxxxxxxxx Xxxxx Xxxxx Xxxxx Xxxx X. Dr. Xxxxxxx Xxxx Xx. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. X.X. Xxxxxxxxxx & Co., LLC 000 Xxxxxxx Xxxx Xxxxxx, 00xx 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Citius Pharmaceuticals, Inc. (the “Company”) – Restriction on Stock Sales Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (This Lock-Up Agreement is being delivered to you pursuant to the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciencesto be entered into by the Company, Inc.as issuer, a Michigan corporation and X.X. Xxxxxxxxxx & Co., LLC, as the underwriter (the “CompanyUnderwriter”)) named therein. Upon the terms and subject to the conditions of the Agreement, providing for the Underwriter intends to effect a public offering of securities of the Company pursuant to a registration statement (the “Public Registration Statement”) on Form S-1 (the “Offering”). Capitalized terms used and not otherwise defined herein shall have the meanings given them in the Agreement. In order to induce the Underwriter to enter into the Agreement, the undersigned agrees that, for a period (the “Lock-Up Period”) beginning on the date hereof and ending on, and including, the date that is 90 days after the date of shares the Agreement, the undersigned will not, without the prior written consent of common stockthe Underwriter, no par value per share(i) sell, offer to sell, contract or agree to sell, hypothecate, pledge, grant any option to purchase or otherwise dispose of or agree to dispose of, directly or indirectly, or file (or participate in the filing of) a registration statement with the Securities and Exchange Commission (the “Commission”) in respect of, or establish or increase a put equivalent position or liquidate or decrease a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder (the “Exchange Act”) with respect to, any Common Stock or any other securities of the Company that are substantially similar to Common Stock, or any securities convertible into or exchangeable or exercisable for, or any warrants or other rights to purchase, the foregoing, (ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the “Shares”economic consequences of ownership of Common Stock or any other securities of the Company that are substantially similar to Common Stock, or any securities convertible into or exchangeable or exercisable for, or any warrants or other rights to purchase, the foregoing, whether any such transaction is to be settled by delivery of Common Stock or such other securities, in cash or otherwise or (iii) publicly announce an intention to effect any transaction specified in clause (i) or (ii).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. NOVA MINERALS LIMITED By: Name: Title: By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. ThinkEquity LLC. TOTAL Number of Firm SharesADSs: [●] Number of Firm Warrants: [·●] Number of Additional SharesOption ADSs: [·●] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per ShareUnit: $ $[·●] Public Offering Price per Option ADS: $[●] Public Offering Price per Option Warrant: $[●] Warrant Exercise Price: $[●] Underwriting Discount per ShareUnit: $[·●] Underwriting Non-accountable expense allowance Discount per ShareOption ADS: $ $[·●] Underwriting Discount per Option Warrant: $[●] Proceeds to Company per Share Unit (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·●] Proceeds to the Company per Option ADS (before expenses): $[●] Proceeds to Company per Option Warrant (before expenses): $ $[·●] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. None. None. Cxxxxxxxxxx Xxxxxxxxx Mxxxxxx Xxxxxxx Cxxxx Xxxxxxx Avi Gxxxxx Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Rxxxxxx Xxxxxx Xxxxxx X. Xxxx Ixx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Rxxxxxx Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxTHE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and GentlemenTRANSFER 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) THINKEQUITY LLC, OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF THINKEQUITY LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS [180 DAYS OR ONE YEAR] FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FOUR YEARS FROM THE EFFECTIVE DATE OF THE OFFERING]. Warrant ADSs: The undersigned understands that Aegis Capital Corp. _______ THIS WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES (the “Representative” or “AegisWarrant”) proposes to enter into an Underwriting Agreement certifies that, for value received, _____________ or its assigns (the “Underwriting AgreementHolder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____, 2024 (the “Initial Exercise Date”) and, in accordance with Aastrom BiosciencesFINRA Rule 5110(g)(8)(A), Inc.prior to at 5:00 p.m. (New York time) on the date that is four (4) years following the Effective Date (the “Termination Date”) but not thereafter, a Michigan corporation to subscribe for and purchase from Nova Minerals Limited, an Australian public company limited by shares (the “Company”), providing for the public offering up to ______ American Depositary Shares (the “Public OfferingADS”) of each ADS representing ___ ordinary shares of common stockthe Company, no par value per share, of the Company share (the “Ordinary Shares”), as subject to adjustment hereunder (the “Warrant ADSs”). The purchase price of one ADS under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain underwriting agreement, dated as of July [_], 2024 between the Company and ThinkEquity LLC, as representative of the underwriter(s) named therein.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. VUZIX CORPORATION By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: AEGIS CAPITAL CORP. Name: Title: Aegis Capital Corp. Aegis Capital Corp. Number of Firm Shares: [•] Number of Firm Warrants: [·•] Number of Additional Warrants: [•] Number of Additional Shares: [·] Number of Additional Warrants: [·•] Warrant exercise priceExercise Price: $ $[·•] Public Offering Price per Share: $ $[·•] Underwriting Discount per Share: $[·•] Underwriting Non-accountable expense allowance per Share: $ $[·•] Proceeds to Company per Share (before expenses): $ $[·•] Public Offering Price per Warrant: $ $[·•] Underwriting Discount per Warrant: $ $[·•] Proceeds to the Company per Warrant (before expenses): $ $[·•] Free Writing Prospectus[None.] Pxxx Xxxxxxx Grant Rxxxxxx Xxxxxxx Lxx Xxxxxxx Sxxxx Xxxxxxxxx Ruchdaeschel Mxxxxxx XxXxxxxxx LC Capital Master Fund Ltd. Kopin Corporation Vast Technologies, dated as of August 7Inc. [●] shares to be issued to Vast Technologies, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Inc. pursuant to [●] [●] shares to be issued to Kopin Corporation pursuant to [●] [●] shares to be issued to LC Capital Master Fund Ltd. pursuant to [●] [●] shares to be issued to Pxxx Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis (Note Conversions and Deferred Compensation Payments) pursuant to [●] [●] shares to be issued to Gxxxx Xxxxxxx (Deferred Compensation) pursuant to [●] [●] shares to be issued to Hillair Capital Corp. 000 Xxxxxxx XxxxxxInvestments LP pursuant to [●] THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (the “Representative” or “Aegis”DEFINED BELOW) proposes to enter into an Underwriting Agreement TO ANYONE OTHER THAN (the “Underwriting Agreement”I) with Aastrom BiosciencesAEGIS CAPITAL CORP. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, Inc.OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., a Michigan corporation (the “Company”)EASTERN TIME, providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)[___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESGuardforce AI Co., INC. Limited By: Name: Xxx Xxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: XX XXXXXX, division of Benchmark Investments, LLC Name: Title: Aegis Capital Corp. XX Xxxxxx, division of Benchmark Investments, LLC [●] [●] TOTAL [●] [●] Number of Firm Shares: [__] Number of Firm Warrants: [·__] Number of Additional Option Shares: [·__] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·[ ] Public Offering Price per ShareFirm Share and Firm Warrant: $ $[·__] Public Offering Price per Option Share and Option Warrant: $[__] Underwriting Discount per ShareFirm Share and Firm Warrant: $[·__] Underwriting Non-accountable expense allowance Discount per ShareOption Share and Option Warrant: $ $[·__] Proceeds to Company per Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per and Firm Warrant (before expenses): $ $[·__] Free Writing Prospectus, dated as of August 7, 2013 Proceeds to Company per Option Share and Option Warrant (before expenses): $[__] Xxxxxxx Xxxx Xxxx Xxx Xxxxx Xxx Xx Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Tu Xxx Xxxx X. Xxxxxx Xxxxxx X. Kee Xxx Xxxx Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxx Xxx Xxxxxxx Xxxxxx X. Xxxxxxxx Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxXx Guardforce AI Technology Limited Guardforce AI Service Ltd Profit Raider Investments Limited Intelligent High Tech Holding Co., 00xx Xxxxx Xxx XxxxLimited JW Investment Management Limited THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. 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 ONE HUNDRED EIGHTY DAYS BEGINNING ON THE DATE OF COMMENCEMENT OF SALES OF THE OFFERING TO ANYONE OTHER THAN (the “Representative” or “Aegis”I) proposes to enter into an Underwriting Agreement XX XXXXXX, DIVISION OF BENCHMARK INVESTMENTS, LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (the “Underwriting Agreement”II) with Aastrom BiosciencesA BONA FIDE OFFICER OR PARTNER OF XX XXXXXX, Inc.DIVISION OF BENCHMARK INVESTMENTS, a Michigan corporation (the “Company”)LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [●] [DATE THAT IS SIX MONTHS FROM THE DATE OF COMMENCEMENT OF SALES OF THE OFFERING]. VOID AFTER 5:00 P.M., providing for the public offering (the “Public Offering”) of shares of common stockEASTERN TIME, no par value per share, of the Company (the “Shares”)[●] [DATE THAT IS FOUR AND A HALF-YEARS FROM THE COMMENCEMENT DATE].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. PERMEX PETROLEUM CORPORATION By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. ThinkEquity LLC Number of Firm Shares: [ ] Number of Firm Pre-Funded Warrants: [ ] Number of Firm Warrants: [·[ ] Number of Additional Option Shares: [·Up to [ ] Number of Additional Option Pre-Funded Warrants: [·Up to [ ] Warrant exercise priceNumber of Option Warrants: $ [·Up to [ ] Public Offering Price per Firm Share: $ [·$[ ] Public Offering Price per Firm Pre-Funded Warrant: $[ ] Public Offering Price per Firm Warrant: $[ ] Underwriting Discount per Firm Share: $[·[ ] Underwriting Discount per Firm Pre-Funded Warrant; $[ ] Underwriting Discount per Firm Warrant: $[ ] Underwriting Non-accountable expense allowance per Firm Share: $ [·$[ ] Underwriting Non-accountable expense allowance per Firm Pre-Funded Warrant: $[ ] Underwriting Non-accountable expense allowance per Firm Warrant: $[ ] Proceeds to Company per Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·$[ ] Proceeds to the Company per Firm Pre-Funded Warrant (before expenses): $ $[ ] Proceeds to Company per Firm Warrant (before expenses): $[ ] [·_____________] Free Writing Prospectus[_____________] Mxxxxx Xxxxx Chief Executive Officer, dated as of August 7President and Director Gxxxxxx Xxxxxxxxxx Chief Financial Officer and Director Bxxxx Xxxxxx Chief Operating Officer and Director Sxxxx Xxxxx Director Dxxxxxx Xxxxxxx Xxxx Director Jxxxx Xxxxx Bxxxx Director Jxxx Xxxxx Xxxxxxx Director Issue Date: __________, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. 2022 THIS PRE-FUNDED COMMON SHARE PURCHASE WARRANT (the “Representative” or “AegisWarrant”) proposes to enter into an Underwriting Agreement certifies that, for value received, _______or its assigns (the “Underwriting AgreementHolder”) with Aastrom Biosciencesis entitled, Inc.upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date, as stipulated above, until this Warrant is exercised in full(the “Termination Date”) but not thereafter, to subscribe for and purchase from Permex Petroleum Corporation, a Michigan corporation formed under the laws of the province of British Columbia (the “Company”), providing for the public offering up to ______ Common Shares (as subject to adjustment hereunder, the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

Waiver, etc. The failure of any of the parties hereto to at any time to enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESSHIFTPIXY, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: : A. G.P./ALLIANCE GLOBAL PARTNERS By: Name: Txxxxx X. Xxxxxxx Title: Aegis Capital Corp. Managing Director, Investment Banking Number of Firm Shares: Number of Pre-Funded Warrants: Number of Firm Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per Firm Share: $ [·] Public Offering Price per Pre-Funded Warrant: Public Offering Price per Firm Warrant: $0.001 Firm Warrant Exercise Price: Underwriting Discount per Firm Share: Underwriting Discount per Pre-Funded Warrant: Underwriting Discount per Firm Warrant: $[·] Underwriting Non-accountable expense allowance per Share: $ [·] 0.00007 Proceeds to Company per Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Pre-Funded Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Proceeds to Company per Firm Warrant (before expenses): $0.00093 Sxxxxxx Xxxxxx 180 days Sxxxx X. Xxxxxx 180 days Dxxxxxx X. Xxxxxx 90 days Kxxxxxx X. Xxxxxx 90 days Wxxxxxx X. Xxxxx 90 days Cxxxxxxxxxx Xxxxx 90 days Axxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 90 days Alliance Global Partners 500 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. A.G.P./Alliance Global Partners, as Representative of the several underwriters (the “Representative” or “Aegis”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesShiftPixy, Inc., a Michigan Wyoming corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters named in Exhibit A to the Underwriting Agreement (the “Underwriters”) of shares of common stock, no par value $0.0001 per share, of the Company (the “Common Shares”), pre-funded warrants to purchase Common Shares and common stock purchase warrants (the “Pre-Funded Warrants”) and warrants to purchase Common Shares (together with the Pre-Funded Warrants, the “Warrants” and together with the Common Shares, the “Securities”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. Cxxxxxx & Co., LLC Dxxxxx Xxxxx Securities, Inc. Number of Firm SharesShares underlying the Units: [●] Number of Firm WarrantsWarrants underlying the Units: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Unit: $[●] Value of each Unit attributable to Firm Share: $ $[·●] Value of each Unit attributable each Firm Warrant: $[●] Underwriting Discount per ShareUnit: $[·●] Underwriting Non-accountable expense allowance per ShareUnit: $ $[·●] Proceeds to Company per Share Unit (before expenses): $ $[·●] Public Offering Price per WarrantOption Share: $ $[·●] Underwriting Discount per Option Share: $[●] Price per Option Warrant: $ $[·●] Proceeds to the Company Underwriting Discount per Warrant (before expenses): $ Option Warrant: $[·●] Free Writing ProspectusDxxxxx Xxxxx Securities, dated as of August 7Inc. 1 Xxxxx Xxxxxxx Xxxxxxx, 2013 Xxxxxx X. 0xx Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxXxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx XX 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. Dxxxxx Xxxxx Securities, Inc. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesIMAC Holdings, Inc., a Michigan corporation Delaware company (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company units (the “SharesUnits”), each of which is comprised of one share of common stock of the Company, par value $0.001 per share (the “Common Stock”), and one warrant to purchase one share of Common Stock of the Company.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. T20 Holdings Ltd. By: Name: Gxxxxxxx Xxxxx Xxxxxxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: EX XXXXXX, division of Benchmark Investments, LLC Name: Title: Aegis Capital Corp. EX Xxxxxx, division of Benchmark Investments, LLC [●] [●] TOTAL [●] [●] Number of Firm Shares: Number of Firm Warrants: [·●] Number of Additional Option Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Firm Share: $ $[·●] Public Offering Price per Option Share: $[●] Underwriting Discount per Firm Share: $[·●] Underwriting Non-accountable expense allowance Discount per Option Share: $ $[·●] Proceeds to Company per Firm Share (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·●] Proceeds to the Company per Warrant Option Share (before expenses): $ $[·●] Free Writing Prospectus[LINK TO BE FILED TO BE INSERTED] [TO BE INSERTED] [TO INCLUDE OFFICERS, dated as of August 7DIRECTORS AND 10% HOLDERS] [●] THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxAGREES THAT IT WILL NOT SELL, 00xx Xxxxx Xxx XxxxTRANSFER, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT OR THE UNDERLYING SECURITIES NOT WILL THE WARRANT OR UNDERLYING SECURITIES BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT OR CALL TRANSACTION THAT WOULD RESULT IN THE ECONOMIC DISPOSITION OF THE WARRANT OR UNDERLYING SECURITIES FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (the “Representative” or “Aegis”DEFINED BELOW) proposes to enter into an Underwriting Agreement TO ANYONE OTHER THAN (the “Underwriting Agreement”I) with Aastrom BiosciencesEX XXXXXX, Inc.DIVISION OF BENCHMARK INVESTMENTS, a Michigan corporation LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (the “Company”)II) A BONA FIDE OFFICER OR PARTNER, providing for the public offering (the “Public Offering”) of shares of common stockAFFILIATE OR ASSOCIATED PERSON OF EX XXXXXX, no par value per shareDIVISION OF BENCHMARK INVESTMENTS, of the Company (the “Shares”)LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS SIX MONTHS FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance compliance, or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance compliance, or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance compliance, or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. TREASURE GLOBAL INC By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: XX XXXXXX, division of Benchmark Investments, LLC Name: Title: Aegis Capital Corp. XX Xxxxxx, division of Benchmark Investments, LLC [●] [●] TOTAL [●] [●] Number of Firm Shares: [__] Number of Firm Pre-Funded Warrants: [·__] Number of Additional Option Shares: [·__] Number of Additional Option Pre-Funded Warrants: [·] Warrant exercise price: $ [·__] Public Offering Price per Firm Share: $ $[·__] Public Offering Price per Pre-Funded Warrant: $[__] Public Offering Price per Option Share: $[__] Public Offering Price per Option Pre-Funded Warrant: $[__] Underwriting Discount per Firm Share: $[·__] Underwriting NonDiscount per Pre-accountable expense allowance Funded Warrant: $[__] Underwriting Discount per Option Share: $ $[·__] Underwriting Discount per Option Pre-Funded Warrant: $[__] Proceeds to Company per Firm Share (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·__] Proceeds to the Company per Pre-Funded Warrant (before expenses): $ $[·__] Free Writing ProspectusNone. [____________] ____________, dated 2023 XX Xxxxxx, division of Benchmark Investments, LLC as Representative of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. the Underwriters 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx39th Floor New York, Xxx Xxxx 00000 New York 10022 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. XX Xxxxxx, division of Benchmark Investments, LLC (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc.Treasure Global Inc, a Michigan Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stockstock of the Company, no par value $0.00001 per share, of the Company share (the “SharesCommon Stock”) or pre-funded warrants to purchase shares of Common Stock in lieu thereof (the “Pre-Funded Warrants,” and collectively with the Common Stock, the “Securities”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESHEAT BIOLOGICS, INC. By: Name: Jxxxxxx Xxxx Title: Chairman, CEO Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: A.G.P./ALLIANCE GLOBAL PARTNERS By: ________________________________ Name: Dxxxx Xxxxxx Title: Aegis Capital Corp. Head of Investment Banking [SIGNATURE PAGE] HEAT BIOLOGICS, INC. – UNDERWRITING AGREEMENT A.G.P./Alliance Global Partners CIM Securities, LLC SCHEDULE 2-A Pricing Information Number of Firm Shares: Number of Firm Pre-Funded Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per Share: $ [·] Public Offering Price per Pre-Funded Warrant: $ Underwriting Discount per Share: $[·] $ Underwriting NonDiscount per Pre-accountable expense allowance per ShareFunded Warrant: $ [·] Proceeds to Company per Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Pre-Funded Warrant (before expenses): $ [·] Issuer General Use Free Writing ProspectusProspectus filed with the Commission on April 20, dated as of August 72018. Jxxxxxx Xxxx Jxxx Xxxxxxxx, 2013 Xxxxxx Ph.D. Axx Xxxxx, M.B.A. Jxxx Xxxxxxx, Ph.D. Exxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Xxxxx, III Jxxx K.X. Xxxxxxxxxxx, Ph.D. Aristar Capital Corp. 000 (f/k/a Brightline Ventures III, LLC) Orion Holdings V, LLC Seed-One Holdings VI, LLC Alliance Global Partners 500 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. A.G.P./Alliance Global Partners, as Representative of the several underwriters (the “Representative” or “Aegis”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesHeat Biologics, Inc., a Michigan Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters named in Schedule A to the Underwriting Agreement (the “Underwriters”) of shares of common stock, no par value $0.0002 per share, of the Company (the “Shares”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: THINKEQUITY LLC By: Name: Title: Aegis Capital Corp. Underwriter Total Number of Firm Shares to be Purchased Number of Option Shares to be Purchased if the Over-Allotment Option is Fully Exercised ThinkEquity LLC. TOTAL Number of Firm Shares: Number of Firm Warrants: [·●] Number of Additional Option Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Share: $ $[·●] Underwriting Discount per Share: $[·●] Underwriting Non-accountable expense allowance per Share: $ $[·●] Proceeds to Company per Share (before expenses): $ $[·●] Public Offering Price per Warrant: $ [·None.] Underwriting Discount per Warrant: $ [·None.] Proceeds ThinkEquity LLC 10 Xxxxx Xxxxxx, 41st Floor New York, New York 10004 As Representative of the several Underwriters named on Schedule 1 to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Underwriting Agreement referenced below Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. ThinkEquity LLC (the “Representative” or “Aegis”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesVitro Biopharma, Inc., a Michigan Nevada corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value $0.001 per share, of the Company (the “Common Shares”). To induce the Representative to continue its efforts in connection with the Public Offering, the undersigned hereby agrees that, without the prior written consent of the Representative, the undersigned will not, during the period commencing on the date hereof and ending twelve (12) months after the date of the Underwriting Agreement relating to the Public Offering in the case of the Company’s directors and officers and six (6) months after the date of the Underwriting Agreement in the case of any other holder of outstanding securities (the “Lock-Up Period”), (1) offer, pledge, sell, contract to sell, grant, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares, whether now owned or hereafter acquired by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition (collectively, the “Lock-Up Securities”); (2) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Lock-Up Securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Lock-Up Securities, in cash or otherwise; (3) make any demand for or exercise any right with respect to the registration of any Lock-Up Securities; or (4) publicly disclose the intention to make any offer, sale, pledge or disposition, or to enter into any transaction, swap, hedge or other arrangement relating to any Lock-Up Securities. Notwithstanding the foregoing, and subject to the conditions below, the undersigned may transfer Lock-Up Securities without the prior written consent of the Representative in connection with (a) transactions relating to Lock-Up Securities acquired in open market transactions after the completion of the Public Offering; provided that no filing under Section 13 or Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or other public announcement shall be required or shall be voluntarily made in connection with subsequent sales of Lock-Up Securities acquired in such open market transactions; (b) transfers of Lock-Up Securities as a bona fide gift, by will or intestacy or to a family member or trust for the benefit of the undersigned or a family member (for purposes of this lock-up agreement, “family member” means any relationship by blood, marriage or adoption, not more remote than first cousin); (c) transfers of Lock-Up Securities to a charity or educational institution; (d) if the undersigned is a corporation, partnership, limited liability company or other business entity, (i) any transfers of Lock-Up Securities to another corporation, partnership or other business entity that controls, is controlled by or is under common control with the undersigned or (ii) distributions of Lock-Up Securities to members, partners, stockholders, subsidiaries or affiliates (as defined in Rule 405 promulgated under the Securities Act of 1933, as amended) of the undersigned; (e) if the undersigned is a trust, to a trustee or beneficiary of the trust; provided that in the case of any transfer pursuant to the foregoing clauses (b), (c) (d) or (e), (i) any such transfer shall not involve a disposition for value, (ii) each transferee shall sign and deliver to the Representative a lock-up agreement substantially in the form of this lock-up agreement and (iii) no filing under Section 13 or Section 16(a) of the Exchange Act or other public announcement shall be required or shall be voluntarily made; (f) the receipt by the undersigned from the Company of Common Shares upon the vesting of restricted stock awards or stock units or upon the exercise of options to purchase the Company’s Common Shares issued under an equity incentive plan of the Company or an employment arrangement described in the Pricing Prospectus (as defined in the Underwriting Agreement) (the “Plan Shares”) or the transfer of Common Shares or any securities convertible into Common Shares to the Company upon a vesting event of the Company’s securities or upon the exercise of options to purchase the Company’s securities, in each case on a “cashless” or “net exercise” basis or to cover tax obligations of the undersigned in connection with such vesting or exercise, but only to the extent such right expires during the Lock-up Period, provided that no filing under Section 13 or Section 16(a) of the Exchange Act or other public announcement shall be required or shall be voluntarily made within [90] days after the date of the Underwriting Agreement, and after such [90]th day, if the undersigned is required to file a report under Section 13 or Section 16(a) of the Exchange Act reporting a reduction in beneficial ownership of Common Shares during the Lock-Up Period, the undersigned shall include a statement in such schedule or report to the effect that the purpose of such transfer was to cover tax withholding obligations of the undersigned in connection with such vesting or exercise and, provided further, that the Plan Shares shall be subject to the terms of this lock-up agreement; (g) the transfer of Lock-Up Securities pursuant to agreements described in the Pricing Prospectus under which the Company has the option to repurchase such securities or a right of first refusal with respect to the transfer of such securities, provided that if the undersigned is required to file a report under Section 13 or Section 16(a) of the Exchange Act reporting a reduction in beneficial ownership of Common Shares during the Lock-Up Period, the undersigned shall include a statement in such schedule or report describing the purpose of the transaction; (h) the establishment of a trading plan pursuant to Rule 10b5-1 under the Exchange Act for the transfer of Lock-Up Securities, provided that (i) such plan does not provide for the transfer of Lock-Up Securities during the Lock-Up Period and (ii) to the extent a public announcement or filing under the Exchange Act, if any, is required of or voluntarily made by or on behalf of the undersigned or the Company regarding the establishment of such plan, such public announcement or filing shall include a statement to the effect that no transfer of Lock-Up Securities may be made under such plan during the Lock-Up Period; (i) the transfer of Lock-Up Securities that occurs by operation of law, such as pursuant to a qualified domestic order or in connection with a divorce settlement, provided that the transferee agrees to sign and deliver a lock-up agreement substantially in the form of this lock-up agreement for the balance of the Lock-Up Period, and provided further, that any filing under Section 13 or Section 16(a) of the Exchange Act that is required to be made during the Lock-Up Period as a result of such transfer shall include a statement that such transfer has occurred by operation of law; and (j) the transfer of Lock-Up Securities pursuant to a bona fide third party tender offer, merger, consolidation or other similar transaction made to all holders of the Common Shares involving a change of control (as defined below) of the Company after the closing of the Public Offering and approved by the Company’s board of directors; provided that in the event that the tender offer, merger, consolidation or other such transaction is not completed, the Lock-Up Securities owned by the undersigned shall remain subject to the restrictions contained in this lock-up agreement. For purposes of clause (j) above, “change of control” shall mean the consummation of any bona fide third party tender offer, merger, amalgamation, consolidation or other similar transaction the result of which is that any “person” (as defined in Section 13(d)(3) of the Exchange Act), or group of persons, becomes the beneficial owner (as defined in Rules 13d-3 and 13d-5 of the Exchange Act) of a majority of total voting power of the voting stock of the Company. The undersigned also agrees and consents to the entry of stop transfer instructions with the Company’s transfer agent and registrar against the transfer of the undersigned’s Lock-Up Securities except in compliance with this lock-up agreement. (i) during the last 17 days of the Lock-Up Period, the Company issues an earnings release or material news or a material event relating to the Company occurs, or (ii) prior to the expiration of the Lock-Up Period, the Company announces that it will release earnings results or becomes aware that material news or a material event will occur during the 16-day period beginning on the last day of the Lock-Up Period, the restrictions imposed by this lock-up agreement shall continue to apply until the expiration of the 18-day period beginning on the issuance of the earnings release or the occurrence of such material news or material event, as applicable, unless the Representative waives, in writing, such extension.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM PRESSURE BIOSCIENCES, INC. By: Name: Rxxxxxx X. Xxxxxxxxxx Title: President and Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Exxx Xxxx Title: Aegis Capital Corp. Head of Investment Banking/Underwritings Jxxxxx Xxxxxx & Co., LLC Number of Firm Shares: [•] Number of Firm Warrants: Warrants [·•] Number of Additional Option Shares: [·•] Number of Additional Warrants: Option Warrants [·•] Purchase Price per Option Warrant exercise price: $ [·•] Purchase Price per Option Share [•] Public Offering Price per Share: $ Firm Security [·•] Underwriting Discount per ShareFirm Security: $[·•] Underwriting Non-accountable expense allowance per ShareFirm Security: $ $[·•] Proceeds to Company per Share Firm Security (before expenses): $ $[·•] Public Offering Price per Warrant: $ [·None.] Underwriting Discount per Warrant: $ [·None.] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx Jxxxxxx X. Xxxxxxxx Kxxxx X. Xxxxxxx Mxxxxxx X. Xxxxx Xxxxxx Vxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx Exxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx Jxxxxx X. Xxxxxxx Xxxxxx Xx. Nxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Lxxxxxxx Xxxxxxxxx V. Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and GentlemenWarrant Shares: The undersigned understands that Aegis Capital Corp. _______ THIS WARRANT TO PURCHASE COMMON STOCK (the “Representative” or “AegisWarrant”) proposes to enter into an Underwriting Agreement certifies that, for value received, _____________ or its assigns (the “Underwriting AgreementHolder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____, 2018 (the “Initial Exercise Date”) and, in accordance with Aastrom BiosciencesFINRA Rule 5110(f)(2)(G)(i), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Pressure BioSciences, Inc., a Michigan Massachusetts corporation (the “Company”), providing for the public offering (the “Public Offering”) of up to ______ shares of common stock, no par value $0.01 per shareshare (the “Common Stock”), of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESCOLLABRX, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: Name: Title: Aegis Capital Corp. Number of Firm Shares: Number of Firm WarrantsSecurities: [·•] Number of Additional Sharesshares of Common Stock underlying the Firm Securities: [·•] Number of Additional WarrantsWarrants underlying the Firm Securities: [·•] Number of Option Securities: [•] Number of shares of Common Stock underlying the Option Securities: [•] Number of Warrants underlying the Option Securities: [•] Warrant exercise price: $ [·•] Public Offering Price per ShareSecurity: $ $[·•] Underwriting Discount per ShareSecurity: $[·•] Underwriting Non-accountable expense allowance per ShareSecurity: $ $[·•] Proceeds to Company per Share Security (before expenses): $ $[·•] Public Offering Price per Warrant: $ [·None.] Underwriting Discount per Warrant: $ 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (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. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [·________________] Proceeds to the Company per Warrant (before expenses): $ [·DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)[DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] ​ If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: ​ ​ Name: Title: Confirmed as of the date first written above mentionedabove, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: ​ ​ Name: Title: Aegis Capital Corp. [SIGNATURE Page] LIRUM Therapeutics, INC. — Underwriting Agreement ​ Underwriter ​ ​ Total Number of Firm Shares ​ ​ Total Number of Firm Pre-Funded Warrants ​ ​ Number of Option Shares ​ ​ Number of Option Pre Funded Warrants ​ ThinkEquity LLC ​ ​ ​ ​ [•] ​ ​ ​ ​ ​ [•] ​ ​ ​ ​ ​ [•] ​ ​ ​ ​ ​ [•] ​ ​ TOTAL ​ ​ ​ ​ [•] ​ ​ ​ ​ ​ [•] ​ ​ ​ ​ ​ [•] ​ ​ ​ ​ ​ [•] ​ ​ ​ ​ Number of Firm Shares: ​ ​ ​ ​ [•] ​ ​ ​ Number of Firm Pre-funded Warrants: ​ ​ ​ ​ [·•] ​ ​ ​ Number of Additional Option Shares: ​ ​ ​ ​ [·•] ​ ​ ​ Number of Additional Option Pre-funded Warrants: ​ ​ ​ ​ [·•] Warrant exercise price: $ [·] ​ ​ ​ Public Offering Price per Share: ​ ​ ​ $ [·•] ​ ​ ​ Public Offering Price per Pre-funded Warrant: ​ ​ ​ $ [•] ​ ​ ​ Underwriting Discount per Share: $​ ​ ​ $ [·•] ​ ​ ​ Underwriting Discount per Pre-funded Warrant: ​ ​ ​ $ [•] ​ ​ ​ Underwriting Non-accountable expense allowance per ShareFirm Security: ​ ​ ​ $ [·•] ​ ​ ​ Proceeds to Company per Share (before expenses): ​ ​ ​ $ [·•] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] ​ ​ ​ Proceeds to the Company per Pre-funded Warrant (before expenses): ) ​ ​ ​ $ [·•] Free Writing Prospectus​ ​ None. None. 1. Xxxxx XxXxxxxx ​ 2. Xxxx Xxxxxxxxx, dated as of August 7, 2013 M.D. ​ 3. Xxxxxxx Xxxxxxxx ​ 4. Xxxxxx X. Xxxxx Xxxx ​ 5. Xxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).​

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESRENNOVA HEALTH, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: AEGIS CAPITAL CORP. Name: Title: Aegis Capital Corp. [•] [•] [•] [•] TOTAL [•] [•] [•] [•] Number of Firm SharesSeries A Units: [•] Number of Firm Series B Units: [•] Number of Option Shares: [•] Number of Option Preferred Shares: [•] Number of Option Warrants: [·•] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per ShareFirm Series A Unit: $ $[·•] Offering Price per Firm Series B Unit: $[•] Underwriting Discount per ShareFirm Series A Unit: $[·•] Underwriting Non-accountable expense allowance Discount per ShareFirm Series B Unit: $ [·•] Proceeds to Company per Share Firm Series A Unit (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·•] Proceeds to the Company per Warrant Firm Series B Unit (before expenses): $ $[·•] Free Writing Prospectus, dated as of August 7, 2013 [_] Xxx X. Xxxx Xxxxxx Xxxxx Dr. Xxxx Xxxxxxxx Xxxxxxxxxxx Xxxxxxxxx Xxxxxxxx Xxxxx Xxxxxxx X. Xxxxxxxx Xxxxxx Xxx Xxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).Aella Ltd. Epizon Ltd.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative Representatives of the several Underwriters named on Schedule 1 hereto: By: Name: Xxxxxxx Xxxxx Title: Aegis Capital Corp. CEO By: Name: Title: Boustead Securities, LLC The Benchmark Company LLC Number of Firm Shares: Number of Firm Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per Share: $ [·] Underwriting Discount per ShareUnit: $[·] Underwriting Non-accountable expense allowance per Share: $ [·] Proceeds to Company per Share (before expenses): $ [·] ______ Public Offering Price per WarrantOption Share: $ [·] $_____ Public Offering Price per Option Warrants: $_____ Underwriting Discount per Unit: $_____ Underwriting Discount per Option Share: $_____ Underwriting Discount per Option Warrant: $ $_____ Non-accountable Expense Allowance per Unit: $______ Non-accountable Expense Allowance per Option Share/Option Warrant: $_____ None None [·INSERT] Proceeds THE REGISTERED HOLDER OF THIS UNIT PURCHASE OPTION BY ITS ACCEPTANCE HEREOF, AGREES THAT THE SECURITIES EVIDENCED BY THIS UNIT PURCHASE OPTION MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS UNIT PURCHASE OPTION AGREES THAT THE SECURITIES EVIDENCED BY THIS UNIT PURCHASE OPTION WILL NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED, OR BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS UNIT PURCHASE OPTION OR THE SECURITIES EVIDENCED BY THIS UNIT PURCHASE OPTION, FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN TO ANY MEMBER PARTICIPATING IN THE OFFERING AND THE OFFICERS OR PARTNERS THEREOF, IF ALL SECURITIES SO TRANSFERRED REMAIN SUBJECT TO THE LOCK-UP RESTRICTION SET FORTH ABOVE FOR THE REMAINDER OF THE TIME PERIOD. Unit Purchase Option No.: Number of Units: [●] Date of Issuance: [●], 2024 (“Issuance Date”) Date of Commencement of Sales Pursuant to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences: [________], Inc., a Michigan corporation 2024 (the “CompanySales Commencement Date”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. Cxxxxxx & Co., LLC Dxxxxx Xxxxx Securities, Inc. Number of Firm SharesShares underlying the Units: [●] Number of Firm WarrantsWarrants underlying the Units: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Unit: $[●] Value of each Unit attributable to Firm Share: $ $[·●] Value of each Unit attributable each Firm Warrant: $[●] Underwriting Discount per ShareUnit: $[·●] Underwriting Non-accountable expense allowance per ShareUnit: $ $[·●] Proceeds to Company per Share Unit (before expenses): $ $[·●] Public Offering Price per WarrantOption Share: $ $[·●] Underwriting Discount per Option Share: $[●] Price per Option Warrant: $ $[·●] Proceeds to the Company Underwriting Discount per Warrant (before expenses): $ Option Warrant: $[·●] Free Writing ProspectusCxxxxxx & Co., dated as of August 7, 2013 LLC 10 Xxxx Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx XX 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. Cxxxxxx & Co., LLC (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesIMAC Holdings, Inc., a Michigan corporation Delaware company (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company units (the “SharesUnits”), each of which is comprised of one share of common stock of the Company, par value $0.001 per share (the “Common Stock”), and one warrant to purchase one share of Common Stock of the Company.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESMICRONET ENERTEC TECHNOLOGIES, INC. By: :_____________________________________ Name: Dxxxx Lucatz Title: Chairman, President and Chief Executive Officer Confirmed as of the date first written above mentionedabove, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: __________________________________ Name: Title: Aegis Capital Corp. Number of Firm SharesSecurities: [•] Number of shares of Common Stock underlying the Firm WarrantsSecurities: [·•] Number of Warrants underlying the Firm Securities: [•] Number of Additional SharesSecurities: [·•] Number of shares of Common Stock underlying the Additional WarrantsSecurities: [·•] Number of Warrants underlying the Additional Securities: [•] Warrant exercise price: $ [·•] Public Offering Price per ShareSecurity: $ $[·•] Underwriting Discount per ShareSecurity: $[·•] Underwriting Non-accountable expense allowance per ShareSecurity: $ $[·•] Proceeds to Company per Share Security (before expenses): $ $[·•] Public Offering Price per Warrant: $ That certain Free Writing Prospectus filed with the Commission on April 5, 2013. [·] Underwriting Discount per Warrant: $ [·] Proceeds Reference is made to Exhibit 4.2 to the Company per Warrant Registration Statement on Form S-1 (before expenses): $ [·File Number 333-185470) of Micronet Enertec Technologies, Inc., which is incorporated by reference.] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 800 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesMicronet Enertec Technologies, Inc., a Michigan Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value $0.001 per share, of the Company (the “Shares”), and warrants to purchase Shares.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. Foremost Lithium Resource & Technology Ltd. By: Name: Xxxxx Xxxxxxx Title: President and Chief Executive Officer, Director Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: THINKEQUITY LLC By: Name: Title: Aegis Capital Corp. ThinkEquity LLC TOTAL Number of Firm SharesCommon Units: Number of Firm WarrantsPre-funded Units: Number of Option Shares: Up to [·•] Number of Additional SharesOption Pre-Funded Warrants: Up to [·•] Number of Additional Option Warrants: Up to [·] Warrant exercise price: $ [·•] Public Offering Price per ShareCommon Unit: $ $[·•] Public Offering Price per Pre-funded Unit: $[•] Underwriting Discount per ShareCommon Unit: $[·•] Underwriting Discount per Pre-Funded Unit; $[•] Underwriting Non-accountable expense allowance per ShareCommon Unit: $ $[·•] Underwriting Non-accountable expense allowance per Pre-funded Unit: $[•] Proceeds to Company per Share Common Unit (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·•] Proceeds to the Company per Warrant Pre-funded Unit (before expenses): $ $[·•] Free Writing Prospectus[None.] [None.] THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, dated as of August 7AGREES THAT IT WILL NOT SELL, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxTRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, 00xx Xxxxx Xxx XxxxTRANSFER, Xxx Xxxx 00000 Ladies and GentlemenASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) THINKEQUITY LLC, OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF THINKEQUITY LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS 180 DAYS FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING]. Warrant Shares: The undersigned understands that Aegis Capital Corp. _______ THIS WARRANT TO PURCHASE COMMON SHARES (the “Representative” or “AegisWarrant”) proposes to enter into an Underwriting Agreement certifies that, for value received, _____________ or its assigns (the “Underwriting AgreementHolder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____, 2023 (the “Initial Exercise Date”) and, in accordance with Aastrom BiosciencesFINRA Rule 5110(g)(8)(A), Inc.prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Foremost Lithium Resource & Technology Ltd., a Michigan corporation British Columbia company (the “Company”), providing for the public offering (the “Public Offering”) of shares of up to ______ common stockshares, no par value per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. The purchase price of one common share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, CEA INDUSTRIES INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. ThinkEquity LLC. Number of Firm Shares: [ ] Number of Firm Pre-Funded Warrants: [ ] Number of Firm Warrants: [·[ ] Number of Additional Option Shares: [·Up to [ ] Number of Additional Option Pre-Funded Warrants: [·Up t o [ ] Warrant exercise priceNumber of Option Warrants: $ [·Up to [ ] Public Offering Price per Firm Share: $ [·$[ ] Public Offering Price per Firm Pre-Funded Warrant: $[ ] Public Offering Price per Firm Warrant: $0.00001 Underwriting Discount per Firm Share: $[ ] Underwriting Discount per Firm Pre-Funded Warrant; $[ ] Underwriting Discount per Firm Warrant: $0.0000007 Underwriting Non-accountable expense allowance per Firm Share: $[·[ ] Underwriting Non-accountable expense allowance per ShareFirm Pre-Funded Warrant: $ [·$[ ] Underwriting Non-accountable expense allowance per Firm Warrant: $0.0000001 Proceeds to Company per Firm Share (before expenses): $[ ] Proceeds to Company per Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Firm Pre-Funded Warrant (before expenses): $ [·$[ ] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx Proceeds to Company per Firm Warrant (before expenses): $[ ] None. None. Axxxxxx X. XxXxxxxx Jxxxx X. Xxxxxxx Nxxxxxxx X. Xxxxx Mxxxxx Xxxxxxxxxxx Txxx X Xxxxxxx Bxxxx Xxxxxx X. Xxxxxxxxx Xxxx Jxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Evergreen Capital Corp. 000 Xxxxxxx XxxxxxManagement LLC THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and GentlemenTRANSFER 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) THINKEQUITY LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF THINKEQUITY LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS 180 DAYS FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING]. Warrant Shares: The undersigned understands that Aegis Capital Corp. _______ THIS WARRANT TO PURCHASE COMMON STOCK (the “Representative” or “AegisWarrant”) proposes to enter into an Underwriting Agreement certifies that, for value received, _____________ or its assigns (the “Underwriting AgreementHolder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____, 2022 (the “Initial Exercise Date”) and, in accordance with Aastrom BiosciencesFINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from CEA Industries Inc., a Michigan Nevada corporation (the “Company”), providing for the public offering (the “Public Offering”) of up to ______ shares of common stockCommon Stock, no par value $0.0001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, SKYLINE MEDICAL INC. By: Name: Jxxxxx Xxxxxxxx Title: President and Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: Name: Title: Aegis Capital Corp. Corp Number of Firm Shares: [•] Number of Firm Warrants: [·•] Number of Additional Option Shares: [·•] Number of Additional Option Warrants: [·•] Warrant exercise price: $ $[·•] Public Offering Price per Share: $ $[·•] Underwriting Discount per Share: $[·•] Proceeds to Company per Share (before non-accountable expense allowance and other expenses): $[•] Underwriting Non-accountable expense allowance per Share: $ $[·] Proceeds to Company per Share (before expenses): $ [·•] Public Offering Price per Warrant: $ $[·•] Underwriting Discount per Warrant: $ $[·•] Underwriting Non-accountable expense allowance per Warrant: $[•] Proceeds to the Company per Warrant (before non-accountable expense allowance and other expenses): $ $[·•] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx [None.] Jxxxxx Xxxxxxxx Dxxxx X. Xxxxxxx Bxx Xxxxx Xxxxxx Rxxxxxx Xxxxxxxxxxxxx Txxxxx X. Xxxxxxxxx Xxxx XxXxxxxxxx Axxxxx X. Xxxxxx Fxxxx Xxxxxxx, Xx. Dx. Xxxxxx X. Xxxx Xxxxxxxxxxxx Cxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxSOK Partners, 00xx Xxxxx Xxx XxxxLLC Atlantic Partners Alliance LLC THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (the “Representative” or “Aegis”DEFINED BELOW) proposes to enter into an Underwriting Agreement TO ANYONE OTHER THAN (the “Underwriting Agreement”I) with Aastrom BiosciencesAEGIS CAPITAL CORP. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, Inc.OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., a Michigan corporation (the “Company”)EASTERN TIME, providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)[___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESTHARIMMUNE, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. ThinkEquity LLC . TOTAL Number of Firm Shares: Number of Firm Pre-Funded Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Option Pre-Funded Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per Share: $ [·] Public Offering Price per Pre-Funded Warrant: Underwriting Discount per Share: $[·] Underwriting Discount per Pre-Funded Warrant: Underwriting Non-accountable expense allowance per Firm Share: $ [·] Underwriting non-accountable expense allowance per Pre-Funded Warrant: Proceeds to Company per Firm Share (before expensesexpenses and non-accountable expense allowance): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Pre-Funded Warrant (before expensesexpenses and non-accountable expense allowance): $ [·__] Free Writing Prospectus[__] Rxxxx Xxxxx Lxxxxxx Xxxxx Sxxxxxx Xxxxxxxxxxx, dated as of August 7PharmD Lxxxx Xxx, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx MD Txxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Kxxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. Highpoint Pharmaceuticals LLC THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Representative” or “AegisWarrant”) proposes to enter into an Underwriting Agreement certifies that, for value received, _____________ or its assigns (the “Underwriting AgreementHolder”) with Aastrom Biosciencesis entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Tharimmune, Inc. (formerly Hillstream BioPharma, Inc.), a Michigan Delaware corporation (the “Company”), providing for the public offering up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Warrant Shares”). 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).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, HWH INTERNATIONAL INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: EX XXXXXX LLC Name: Title: Aegis Capital Corp. EX Xxxxxx LLC [●] [●] TOTAL [●] [●] Number of Firm Shares: [__] Number of Firm Pre-Funded Warrants: [·__] Number of Additional Option Shares: [·__] Number of Additional Option Pre-Funded Warrants: [·] Warrant exercise price: $ [·__] Public Offering Price per Firm Share: $ $[·__] Public Offering Price per Firm Pre-Funded Warrant: $[__] Public Offering Price per Option Share: $[__] Public Offering Price per Option Pre-Funded Warrant: $[__] Underwriting Discount per Firm Share: $[·__] Underwriting NonDiscount per Firm Pre-accountable expense allowance Funded Warrant: $[__] Underwriting Discount per Option Share: $ $[·__] Underwriting Discount per Option Pre-Funded Warrant: $[__] Proceeds to Company per Share (before expenses): $ Firm Share: $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·__] Proceeds to the Company per Firm Pre-Funded Warrant (before expenses): $ $[·__] Free Writing ProspectusProceeds to Company per Option Share: $[__] Proceeds to Company per Option Pre-Funded Warrant (before expenses): $[__] None. [____________] THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, dated as of August 7AGREES THAT IT WILL NOT SELL, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxTRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, 00xx Xxxxx Xxx XxxxTRANSFER, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (the “Representative” or “Aegis”DEFINED BELOW) proposes to enter into an Underwriting Agreement TO ANYONE OTHER THAN (the “Underwriting Agreement”I) with Aastrom BiosciencesEX XXXXXX LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, Inc.OR (II) A BONA FIDE OFFICER OR PARTNER OF EX XXXXXX LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS SIX MONTHS FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., a Michigan corporation (the “Company”)EASTERN TIME, providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)[___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INCXPLORE TECHNOLOGIES CORP. By: Name: Title: Confirmed as of the date first written above mentionedabove, on behalf of itself and as Representative of to the several Underwriters named on Schedule 1 I hereto: . By: Name: Title: XPLORE TECHNOLOGIES CORP. – Underwriting Agreement Aegis Capital Corp. Number of Firm Shares: Number of Firm Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per Share: $ $[·] Underwriting Discount per Share: $[·] Underwriting Non-accountable expense allowance per Share: $ $[·] Proceeds to Company per Share (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds None. · The Company may from time-to-time have outstanding borrowings under the ARPA. · The Company is required to pay dividends to holders of its preferred stock pursuant to its Amended and Restated Certificate of Incorporation. · The Company is required to issue common stock upon the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as conversion of August 7, 2013 its outstanding preferred stock in accordance with the terms of its Amended and Restated Certificate of Incorporation. Xxxxxx X. Xxxxxxxx Xxxx Xxxxxxxx Xxxxxxx X. Xxxxxxxx Xxxxx X. Xxxxx-Xxxxx Xxxxxx Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).Xxxxxxx

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. OASMIA PHARMACEUTICAL AB By: Name: Jxxxxx Xxxxxxx Title: Executive Chairman Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Ladenburg Txxxxxxx & Co. Inc. Aegis Capital Corp. [ = ] Number of Firm SharesADSs: Number of Option ADSs: Public Offering Price per ADS: $ Underwriting Discount per ADS: $ Number of Firm Warrants: [·] Number of Additional Shares: [·] Number of Additional Option Warrants: [·] Warrant exercise priceExercise Price: $ [·] Public Offering Price per Share: $ [·] Underwriting Discount per ShareADS Warrant: $[·] Underwriting Non-accountable expense allowance per Share0.01 To the extent not deemed a “bona fide electronic road show” under Rule 433 of the Securities Act, the “Corporate Presentation – August 2015” filed as a free writing prospectus with the Commission on August 14, 2015, the “Corporate Presentation – September 2015” filed as a free writing prospectus with the Commission on September 15, 2015, and the “Corporate Presentation – September 2015” filed as a free writing prospectus with the Commission on September 28, 2015. None. Alceco International S.A. Nexttobe AB Jxxxxx Xxxxxxx Bx Xxxxxxxxxxx Hxxx Xxxxxx Mxxxxx Xxx Jxxx Xxxxx Axxxxx Lxxxxx Xxxxxxxxx Exxxxxxx Xxxxxxx Xxxxxxxxx Axxxxx Xxxx Hxxxx Xxxxxx Axxxxxxxx Xxxxxxxx Hxxx Xxxxxxxxx Lxxx Xxxxxxxxx Ladenburg Txxxxxxx & Co. Inc. 500 Xxxxxxxxx Xxxxxx 11th Floor New York, NY 10022 As Representative of the Several Underwriters Re: $ [·] Proceeds to Company per Share (before expenses): $ [·] Initial Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to in the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as United States of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Oasmia Pharmaceutical AB Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. undersigned, an officer, director or holder of ordinary shares, par value SEK 0.10 per share (“Ordinary Shares”), or rights to acquire Ordinary Shares, of Oasmia Pharmaceutical AB (the “Representative” or “AegisCompany”) proposes understands that you, as Representative of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per shareby the several Underwriters named in Schedule 1 to the Underwriting Agreement (the “Underwriters”), of Ordinary Shares of the Company, represented by American Depositary Shares (the “Securities”) pursuant to a registration statement on Form F-1 (as amended, the “Registration Statement”) filed with the Securities and Exchange Commission (the “SEC”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement. In consideration of the Underwriters’ agreement to enter into the Underwriting Agreement and to proceed with the Offering of the Securities, and for other good and valuable consideration receipt of which is hereby acknowledged, the undersigned hereby agrees for the benefit of the Company, you and the other Underwriters that, without the prior written consent of the Representative on behalf of the Underwriters, the undersigned will not, during the period commencing on the date hereof and ending one hundred eighty (180) days (the “Lock-Up Period”) after the date of the final prospectus relating to the Offering (the “Prospectus”), directly or indirectly: (1) offer, pledge, assign, encumber, announce the intention to sell, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, any Ordinary Shares or any securities convertible into or exercisable or exchangeable for Ordinary Shares (each a “Relevant Security”) owned either of record or beneficially or may be deemed to be beneficially owned (as defined in the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder (the “Exchange Act”)) by the undersigned on the date hereof or hereafter acquired, or (2) enter into any swap or other agreement that transfers, in whole or in part, any of the economic consequences of ownership of the Relevant Security, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Ordinary Shares or such other securities, in cash or otherwise, or (3) sell, agree to sell, offer or sell, solicit offers to purchase, grant any call option, warrant or other right to purchase, purchase any put option or other right to sell, pledge, borrow or otherwise dispose of the Relevant Security, or (4) establish or increase any “put equivalent position” or liquidate or decrease any “call equivalent position” (in each case within the meaning of Section 16 of the Exchange Act and the Rules and Regulations) with respect to any Relevant Security, or (5) make any demand for or exercise any right with respect to, the registration of any Relevant Security, or (6) otherwise enter into any swap, derivative or other transaction or arrangement that transfers to another, in whole or in part, any economic consequence of ownership of a Relevant Security, whether or not such transaction is to be settled by delivery of Relevant Securities, other securities, cash or other consideration, or (7) publicly announce an intention to do any of the foregoing. The restrictions in the immediately preceding paragraph shall not apply to: (a) transfers of Ordinary Shares or any security convertible into or exercisable or exchangeable for Ordinary Shares (i) as a bona fide gift, or gifts, (ii) to an immediate family member, an immediate family member of a domestic partner or a trust for the direct or indirect benefit of the undersigned, a domestic partner or an immediate family member, or (iii) by will or intestacy; (b) transfers of Ordinary Shares to the Company (i) as forfeitures to satisfy tax withholding and remittance obligations of the “undersigned in connection with the vesting or exercise of equity awards granted pursuant to the Company’s equity incentive plans, or (ii) pursuant to a net exercise or cashless exercise by the stockholder of outstanding equity awards pursuant to the Company’s equity incentive plans; (c) transfers of the Ordinary Shares or any security convertible into or exercisable for the Ordinary Shares or the Ordinary Shares to any corporation, partnership, limited liability company or other business entity, all of the beneficial ownership interests of which are held exclusively by the holder, domestic partner and/or one or more family members of the holder or the holder’s domestic partner in a transaction not involving a disposition for value; (d) securities transferred to one or more affiliates of the holder and distributions of securities to partners, members or shareholders of the holder; (e) a private sale of Ordinary Shares (and not American Depositary Shares”) to accredited investors within the meaning of Regulation D under the Securities Act, provided that any such sale is exempt from registration under, or not subject to, the Securities Act and not conducted as an open market sale, no public announcement thereof is made or required, the purchaser has agreed to be bound by the lock-up restrictions set forth herein and the Company has informed the Representative in writing of the material terms of the transaction (including the transferee and price).; (f) transactions relating to the Ordinary Shares acquired in open market transactions after the completion of the Offering; provided that no filing under Section 16(a) of the Exchange Act shall be required or shall be voluntarily made in connection with subsequent sales of Ordinary Shares acquired in such open market transactions; (g) the establishment of a trading plan that complies with Rule 10b5-1 under the Exchange Act; provided, however, that (i) the restrictions shall apply in full force to sales or other dispositions pursuant to such Rule 10b5-1 plan during the Lock-Up Period and (ii) no public announcement or disclosure of entry into such Rule 10b5-1 plan is made or required to be made, including any filing with the SEC under Section 13 or Section 16 of the Exchange Act; (h) any shares purchased by the holder in this offering; or (i) securities transferred pursuant to a bona fide third party tender offer, merger, consolidation or other similar transaction made to all holders of the Ordinary Shares or the Ordinary Shares and involving a change of control;

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INCSAVERONE 2014 LTD. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. Number of Firm SharesADSs: [●] Number of Pre-Funded Warrants: [●] Number of Firm Warrants: [·●] Number of Additional SharesOption ADSs: [·●] Number of Additional Option Warrants: [·●] Warrant exercise priceNumber of Option Pre-Funded Warrants: $ [·●] Public Offering Price per ShareUnit: $ $[·●] Public Offering Price per Pre-Funded Unit: $[●] Public Offering Price per Option ADS: $[●] Public Offering Price per Option Warrant: $0.01 Pre-Funded Warrant Exercise Price: $0.001 Warrant Exercise Price: $[●] Underwriting Discount per ShareUnit: $[·●] Underwriting NonDiscount per Pre-accountable expense allowance Funded Unit: $[●] Underwriting Discount per ShareOption ADS: $ $[·●] Underwriting Discount per Option Warrant: $[●] Proceeds to Company per Share Unit (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·●] Proceeds to the Company per Pre-Funded Unit (before expenses): $[●] Proceeds to Company per Option ADS (before expenses): $[●] Proceeds to Company per Option Warrant (before expenses): $ $[·●] Free Writing Prospectuswriting prospectus dated May 13, dated as of August 7, 2013 2022. None. Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxxxxxx Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxx Be’eri Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx XxxxxxAviram Meridian I.T. Net Investments Ori Gilboa A.S.T. Investments Xxxx Xxxxx Xxxxx Xxxxx Ituran Location and Control Ltd. Eastern Holdings Co. Ltd. Universal Motors Israel Ltd. THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and GentlemenTRANSFER 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) THINKEQUITY LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF THINKEQUITY LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS 180 DAYS FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING]. Warrant American Depository Shares: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)._______

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESGREAT BASIN SCIENTIFIC, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: XXXXXX XXXXX SECURITIES, INC. By: Name: Title: Aegis Capital Corp. GREAT BASIN SCIENTIFIC, INC. – UNDERWRITING AGREEMENT Xxxxxx Xxxxx Securities, Inc. Newbridge Securities Corporation Newport Coast Securities, Inc. Number of Units: [—] Number of Firm SharesShares included in the Units: [—] Number of Firm WarrantsSeries A Warrants included in the Units: [·—] Shares underlying Firm Series A Warrant: [—] Shares underlying Firm Series B Warrant: [—] Number of Additional Option Shares: [·—] Number of Additional WarrantsShares underlying Option Series A Warrant: [·—] Warrant exercise priceShares underlying Option Series B Warrant: $ [·—] Public Offering Price per ShareUnit: $ $[·—] Underwriting Discount per ShareUnit: $[·—] Underwriting Non-accountable expense allowance per Unit: $[—] Purchase Price per Option Share: $ $[·—] Purchase Price per Option Warrant: $[—] Proceeds to Company per Share Unit (before expenses): $ $[·—] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds None. , 2014 XXXXXX XXXXX SECURITIES, INC. as the Underwriter pursuant to the Company per Warrant (before expenses): $ [·] Free Writing ProspectusUnderwriting Agreement referred to below Xxx Xxxxx Xxxxxxx Xxxxxxx, dated as of August 7Xxxxx 000 Xxxx Xxxxx, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx XX 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. you, as the underwriter (the “Representative” or “AegisUnderwriter”) proposes propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesGreat Basin Scientific, Inc., a Michigan Delaware corporation (the “Company”), providing for the initial public offering (the “Public Offering”) by the Underwriter of units consisting of one share of the Company’s common stock, par value $0.001 per share (“Common Stock”) and one Series A Warrant (together with the Common Stock, the “Units”), all as more fully described in the prospectus which is part of the Company’s registration statement on Form S-1 filed with the Securities Exchange Commission on or about August 8, 2014, as shall be amended from time to time (the “Registration Statement”). In consideration of the Underwriter’s agreement to purchase and make the Public Offering of the Units, and for other good and valuable consideration receipt of which is hereby acknowledged, the undersigned hereby agrees that, other than as set forth below, without the prior written consent of Xxxxxx Xxxxx Securities, Inc., the undersigned will not, for a period commencing on the effective date of the Registration Statement (the “Effective Date”) and ending 180 days after the Effective Date (such 180 day period, the “Lock-Up Period”): (1) offer, pledge, announce the intention to sell, sell, contract to sell, sell any option, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, any shares of Common Stock, or any securities of the Company that are substantially similar to the Common Stock, or any securities convertible into or exercisable or exchangeable for Common Stock (including, but not limited to, Common Stock which may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations of the Securities and Exchange Commission and securities which may be issued upon exercise of a stock option or warrant) (the “Lock-Up Securities”); or (2) enter into any swap, option, future, forward or other agreement that transfers, in whole or in part, any of the economic consequences of ownership of the Lock-Up Securities including but not limited to the exercise of any warrants, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. If the undersigned is an officer or director of the Company, the undersigned further agrees that the foregoing restrictions shall be equally applicable to any issuer-directed Units or Common Stock the undersigned may purchase in the Public Offering. The restrictions contained in this Lock Up Agreement shall not apply to the following: a. the issuance of shares of common Common Stock upon exercise of stock options or other stock-based awards, no par value per shareto eligible participants pursuant to employee benefit or equity incentive plans described in the Registration Statement; b. the establishment of a 10b5-1 trading plan under the Securities Exchange Act of 1934, of the Company as amended (the “SharesExchange Act”)., by a security holder for the sale of shares of Common Stock, provided that such plan does not provide for the transfer of Common Stock during the Lock-Up Period; c. transfers by security holders of shares of Common Stock or other securities as a bona fide gift or by will or intestacy; d. transfers by distribution by security holders of shares of Common Stock or other securities to partners, members, or stockholders of the security holder; and e. transfers by security holders of shares of Common Stock or other securities to any trust or other entity for the direct or indirect benefit of the security holder or the immediate family of the security holder;

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESSCORPIUS HOLDINGS, INC. By: ___________________________ Name: Xxxxxxx Xxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: THINKEQUITY LLC By: _____________________________ Name: Xxxx Xxxx Title: Aegis Capital Corp. Head of Investment Banking ThinkEquity LLC Number of Firm Shares: [•] Number of Firm Pre-Funded Warrants: [·•] Number of Additional Option Shares: [·•] Number of Additional Option Pre-Funded Warrants: [·] Warrant exercise price: $ [·•] Public Offering Price per Share: $ $[·•] Public Offering Price per Pre-Funded Warrant: $[•] Underwriting Discount per Share: $[·•] Underwriting NonDiscount per Pre-accountable expense allowance per ShareFunded Warrant: $ $[·•] Proceeds to Company per Share (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·•] Proceeds to the Company per Pre-Funded Warrant (before expenses): $ $[·•] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. None. None. 1. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. Corp Xxxxxx Xxxxx Securities, Inc. Number of Firm Shares: Number of Firm WarrantsSecurities: [·•] Number of Additional Sharesshares of Common Stock underlying the Firm Securities: [·•] Number of Additional WarrantsWarrants Underlying the Firm Securities: [·•] Number of Option Securities: [•] Number of shares of Common Stock underlying the Option Securities: [•] Number of Warrants Underlying the Option Securities: [•] Warrant exercise priceExercise Price: $ [·•] Public Offering Price per ShareFirm Security: $ $[·•] Underwriting Discount per ShareFirm Security: $[·•] Underwriting Non-accountable expense allowance per ShareFirm Security: $ $[·•] Proceeds to Company per Share Firm Security (before expenses): $ $[·•] Public Offering Price per Warrant: $ [·None.] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxx Xxxxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, RENNOVA HEALTH INC. By: :____________________ Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: :____________________ Name: Title: Signature Page Rennova Health - Underwriting Agreement Aegis Capital Corp. a TOTAL Number of Firm SharesSecurities: Number of Firm WarrantsOption Securities: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per ShareFirm Security: $ [·] Underwriting Discount per ShareFirm Security: $[·] $ Underwriting Non-accountable expense allowance per ShareFirm Security: $ [·] Number of Firm Securities subject to Underwriting Discount and Non-accountable expense allowance: Number of Firm Securities not subject to Underwriting Discount and Non-accountable expense allowance: Proceeds to Company per Share Firm Security subject to Underwriting Discount and Non-accountable expense allowance: (before expenses): $ [·] Public Offering Price Proceeds to Company per Warrant: $ [·] Firm Security not subject to Underwriting Discount per Warrantand Non-accountable expense allowance: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectuswriting prospectus filed on December 9, dated as of August 7, 2013 2016. Xxxxxx Xxxxx Dr. Xxxx Xxxxxxxx Xxxxxxxxxxx Xxxxxxxxx Xxxxxxxx Xxxxx Xxxxxxx X. Xxxxxxxx Xxxxxx Xxx Aella Ltd. Epizon Ltd. Xx. Xxxxxx X. Xxxxx Xxxxxx X. Mendolia Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. III Xxxxxx Xxxxxxxxx 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (the “Representative” or “Aegis”DEFINED BELOW) proposes to enter into an Underwriting Agreement TO ANYONE OTHER THAN (the “Underwriting Agreement”I) with Aastrom BiosciencesAEGIS CAPITAL CORP. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, Inc.OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING] AND IS VOID AFTER 5:00 P.M., a Michigan corporation (the “Company”)EASTERN TIME, providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)[___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. TREASURE GLOBAL INC By: Name: Cxxxx Xxxx “Sxx” Teo Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: EX XXXXXX, division of Benchmark Investments, LLC Name: Title: Aegis Capital Corp. EX Xxxxxx, division of Benchmark Investments, LLC [●] [●] TOTAL [●] [●] Number of Firm Shares: Number of Firm Warrants: [·●] Number of Additional Option Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Firm Share: $ $[·●] Public Offering Price per Option Share: $[●] Underwriting Discount per Firm Share: $[·●] Underwriting Discount per Option Share: $[●] Proceeds to Company per Firm Share (before expenses): $[●] Proceeds to Company per Option Share (before expenses): $[●] Underwriting Non-accountable expense allowance per Firm Share: $ $[·●] Proceeds to Company per Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx None.] 1. Cxxxx Xxxx X. Xxxxxx Xxxxxx X. “Sxx” Teo 2. Voon Him “Vxxxxx” Hoo 3. Sx Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx “Cxxxxxx” Chuah 4. Yxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “RepresentativeJaylvin” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).Chan

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESNORTHWEST BIOTHERAPEUTICS, INC. By: :_____________________________________ Name: Lxxxx X. Xxxxxx Title: Chief Executive officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: :_______________________________ Name: Title: Aegis Capital Corp. Number of Firm SharesSecurities: [•] Number of shares of Common Stock underlying the Firm WarrantsSecurities: [·•] Number of Warrants underlying the Firm Securities: [•] Number of Additional SharesSecurities: [·•] Number of shares of Common Stock underlying the Additional WarrantsSecurities: [·•] Number of Warrants underlying the Additional Securities: [•] Warrant exercise price: $ [·•] Public Offering Price per ShareSecurity: $ $[·•] Underwriting Discount per ShareSecurity: $[·•] Underwriting Non-accountable expense allowance per ShareSecurity: $ $[·•] Proceeds to Company per Share Security (before expenses): $ $[·•] Public Offering Price per Warrant: $ [·None.] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (before expenses): $ [·] Free Writing ProspectusDEFINED BELOW) TO ANYONE OTHER THAN (I) AEGIS CAPITAL CORP. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, dated as of August 7OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [ ], 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx[DATE THAT IS ONE YEAR AFTER DATE OF EFFECTIVENESS]. VOID AFTER 5:00 P.M., 00xx Xxxxx Xxx XxxxEASTERN TIME, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences[ ], Inc.2017 [DATE THAT IS FIVE YEARS AFTER DATE OF EFFECTIVENESS]. NORTHWEST BIOTHERAPEUTICS, a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)INC.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESSHINECO, INC. By: Name: Yxxxxx Xxxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Dxxxxx XxXxxxx Title: Aegis Managing Director Name: Dxxxx Xxxxxx Title: Chief Executive Officer Bonwick Capital Corp. Partners, LLC. Network 1 Financial Securities, Inc. Number of Firm Shares: Number of Firm Warrants: [·] Number of Additional Placement Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·•] Public Offering Price per Share: $ $[·•] Underwriting Discount per Share: $[·•] Underwriting Non-accountable expense allowance per Share: $ $[·•] Proceeds to Company per Share (before expenses): $ $[·•] Public Offering Price per Warrant: $ [·None.] Underwriting Discount per Warrant: $ [·None.] Proceeds to the Company per Warrant 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (before expenses): $ DEFINED BELOW) TO ANYONE OTHER THAN (I) BONWICK CAPITAL PARTNERS, LLC. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF BONWICK CAPITAL PARTNERS, LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [·________________] Free Writing Prospectus[DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., dated as of August 7EASTERN TIME, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)[___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: /s/ Xxx Xxxx Name: Xxx Xxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: /s/ Xxx Xxxxxxxxxx Name: Xxx Xxxxxxxxxx Title: Aegis Supervisory Principal XX Xxxxxx, division of Benchmark Investments, LLC 1,376,344 206,451 Spartan Capital Corp. Securities, LLC 344,086 51,613 Number of Firm SharesSecurities: 1,720,430 Number of Firm WarrantsOption Securities: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] 258,064 Public Offering Price per ShareFirm Security: $ [·] $4.65 Public Offering Price per Option Security: $4.65 Underwriting Discount per ShareFirm Security: $[·] 0.3255 Underwriting Non-accountable expense allowance Discount per ShareOption Security: $ [·] $0.3255 Proceeds to Company per Share Firm Security (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] $4.3245 Proceeds to the Company per Warrant Option Security (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).$4.3245

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters Underwriter and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INTELLIPHARMACEUTICS INTERNATIONAL INC. By: Name: Title: Confirmed as of the date first written above mentioned: X. XXXXXXXXXX & CO., on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: LLC By: Name: Title: Aegis Capital Corp. Number of Firm Shares: Number of Pre-Funded Warrants: Number of Firm Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Option Warrants: [·] Warrant exercise priceExercise Price: $ [·] Public Offering Price per Firm Share: $ [·] Public Offering Price per Pre-Funded Warrant: $ Public Offering Price per Firm Warrant: Underwriting Discount per Share: $[·] Underwriting Non-accountable expense allowance per Firm Share: $ [·] Underwriting Discount per Pre-Funded Warrant: $ Underwriting Discount per Firm Warrant: Proceeds to Company per Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Pre-Funded Warrant (before expenses): $ [·Proceeds to Company per Firm Warrant (before expenses): $ [ ] Free Writing Prospectus[ ] H.X. Xxxxxxxxxx & Co., dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx LLC 430 Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Re: Intellipharmaceutics International Inc. (the “Company”) Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. is an owner of record or beneficially of certain common shares of the Company (“Common Shares”) or securities convertible into or exchangeable or exercisable for Common Shares. The Company proposes to carry out a public offering of securities (the “Representative” or “AegisOffering”) proposes for which H.X. Xxxxxxxxxx & Co., LLC (the “Underwriter”) will act as the underwriter pursuant to enter the underwriting agreement to be entered into an Underwriting Agreement between the Underwriter and the Company with respect to the Offering (the “Underwriting Agreement”). The undersigned recognizes that the Offering will be of benefit to the undersigned and will benefit the Company by, among other things, raising additional capital for its operations. The undersigned acknowledges that the Underwriter is relying on the representations and agreements of the undersigned contained in this letter in carrying out the Offering and in entering into the Underwriting Agreement. In consideration of the foregoing, the undersigned hereby agrees that the undersigned will not, and will not publicly disclose an intention to (and will cause any spouse or immediate family member of the spouse or the undersigned living in the undersigned’s household not to), without the prior written consent of the Underwriter (which consent may be withheld in its sole discretion), directly or indirectly, sell, offer, contract or grant any option to sell (including, without limitation, any short sale), grant any option, right or warrant to purchase, pledge, transfer, establish an open “put equivalent position” within the meaning of Rule 16a-1(h) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), lend or otherwise dispose of any Common Shares, options, rights or warrants to acquire Common Shares, or securities exchangeable or exercisable for or convertible into Common Shares currently owned either of record or beneficially (as defined in Rule 13d-3 under the Exchange Act) by the undersigned (or such spouse or family member), including, without limitation, entering into any swap or other arrangement that transfers, in whole or in part, the economic consequences of the ownership of Common Shares or publicly announce an intention to do any of the foregoing, for a period commencing on the date hereof and continuing through the close of trading on the date ninety (90) days after the date of the final prospectus relating to the Offering (the “Restriction Period”), except for (A) transactions related to Common Shares or other securities acquired in the Offering or in the open market after the completion of the Offering, (B) bona fide gifts, sales or other dispositions of shares of any class of the Company’s capital stock, in each case that are made exclusively between and among the undersigned or members of the undersigned’s family, or affiliates of the undersigned, including its partners (if a partnership) or members (if a limited liability company), (C) transfers to any trust for the direct or indirect benefit of the undersigned or a member of the immediate family (as defined below) of the undersigned, or (D) transfers by will, other testamentary document or intestate succession to the legal representative, heir, beneficiary, or a member of the immediate family of the undersigned; provided that in the case of any transfer or distribution pursuant to clause (B), (C) or (D), (1) each donee or distributee shall execute and deliver to the Underwriter a lock-up letter in the form of this paragraph and (2) any such transfer shall not involve a disposition for value; and provided, further, that in the case of any transfer or distribution pursuant to clause (B), (C) or (D), no filing by any party (donor, donee, transferor or transferee) under the Exchange Act or other public announcement shall be required or shall be made voluntarily in connection with Aastrom Biosciencessuch transfer or distribution (other than a filing on a Form 5 made after the expiration of the Restriction Period). Beneficial ownership shall be calculated in accordance with Section 13(d) of the Exchange Act. If the undersigned is an officer or director of the Company: (A) notwithstanding any provision of this agreement to the contrary, the share transfer restrictions set forth above shall apply to any and all issuer-directed shares received by the undersigned in the Offering; and (B) if the Underwriter determines in its sole discretion to consent to a requested release or waiver of the foregoing restrictions in connection with a transfer of Common Shares, (i) as required by the Financial Industry Regulatory Authority, Inc., a Michigan corporation the Underwriter intends to notify the Company of the impending release or waiver at least three (3) business days before the “Company”)effective date of such release or waiver, providing for the public offering and (the “Public Offering”ii) of shares of common stock, no par value per share, of the Company (in accordance with the “Shares”provisions of the Underwriting Agreement) will announce the impending release or waiver by press release through a major news service at least two (2) business days before the effective date of the release or waiver. Any release or waiver granted by the Underwriter hereunder to any such officer or director shall only be effective two (2) business days after the publication date of such press release. The provisions of this paragraph will not apply if both (a) the release or waiver is effected solely to permit a transfer not for consideration and (b) the transferee has agreed in writing to be bound by the same terms described in this agreement that are applicable to the transferor to the extent and for the duration that such terms remain in effect at the time of the transfer. The undersigned also agrees and consents to the entry of stop transfer instructions with the Company’s transfer agent and registrar against the transfer of Common Shares held by the undersigned except in compliance with the foregoing restrictions, and any duly appointed transfer agent and registrar for the registration or transfer of Common Shares described herein are hereby authorized to decline to make any transfer of such Common Shares if such transfer would constitute a violation or breach of this agreement. With respect to the Offering only, the undersigned waives any registration rights relating to registration under the Securities Act of 1933, as amended, of any Common Shares owned either of record or beneficially by the undersigned, including any rights to receive notice of the Offering. The undersigned understands that, (1) if the Underwriting Agreement has not been executed on or before [ ], 2018 (provided that the Company may by written notice to the undersigned prior to [ ], 2018 extend such date for a period of up to an additional [ ] months), (2) if the Underwriting Agreement (other than the provisions thereof which survive termination) shall terminate or be terminated prior to payment for and delivery of the securities to be sold thereunder or (3) after [ ], 2018, if the Company advises in writing to the Underwriter that it has determined not to proceed with the Offering prior to the execution of the Underwriting Agreement, the undersigned shall be released from all obligations under this agreement.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESEYEGATE PHARMACEUTICALS, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: AEGIS CAPITAL CORP. By: Name: Title: Aegis Capital Corp. [●] [●] [●] Chardan Capital Markets, LLC [●] [●] [●] TOTAL [●] [●] [●] Number of Firm Shares: [●] Number of Firm Warrants: [·●] Number of Additional Option Shares: [·●] Number of Additional Option Warrants: [·●] Warrant exercise priceExercise Price: $ [·●] Public Offering Price per ShareFirm Share and Firm Warrant: $ $[·●] Underwriting Discount per ShareFirm Share and Firm Warrant: $[·] Underwriting Non-accountable expense allowance per Share: $ [·●] Proceeds to Company per Firm Share (before expenses): $ and Firm Warrant: [·●] Public Offering Price per Option Share: $[●] Public Offering Price per Option Warrant: $ $[·●] Underwriting Discount per Option Share: $[●] Underwriting Discount per Option Warrant: $ $[·●] Proceeds to the Company per Warrant (before expenses): $ [·] Issuer Free Writing Prospectus, dated as of August 7July 15, 2013 2015, relating to Preliminary Prospectus, dated July 15, 2015. [None.] Sxxxxxx From Mxxxxxx Xxxxx Pxxx Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Mxxxxx Xxxxxxxx Pxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx Txxxxx Xxxxxxx Txxxxx X. Xxxxxxx Bxxxxxx Xxxxxxx-Camine Mxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Warrants to purchase an aggregate of 68,001 shares of the Company’s Common Stock issued to Aegis Capital Corp. 000 and Chardan Capital Markets, LLC, and their associated person, on February 19, 2015. Aegis Capital Corp. As Representative of the Several Underwriters 800 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. This Lock-Up Agreement (the this “Representative” or “AegisAgreement”) proposes is being delivered to enter into an you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, between Eyegate Pharmaceuticals Inc., a Michigan Delaware corporation (the “Company”), providing for and Aegis Capital Corp. (“you” or “Representative”), as representative of the several underwriters (collectively, the “Underwriters”), to be named therein, and the other parties thereto (if any), relating to the proposed follow-on public offering (the “Public Offering”) of shares of common stock, no par value $0.01 per shareshare (the “Common Stock”), of the Company Company. In order to induce you and the other Underwriters to enter into the Underwriting Agreement, and in light of the benefits that the Offering of the Common Stock will confer upon the undersigned in its capacity as an officer and/or a director of the Company, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned agrees with each Underwriter that, during the period beginning on and including the date of this Agreement through and including the date that is the 90th day after the date of the final prospectus relating to the Offering (the “Lock-Up Period”), the undersigned will not, without the prior written consent of Representative, directly or indirectly, (i) offer, sell, assign, transfer, pledge, contract to sell, or otherwise dispose of, or announce the intention to otherwise dispose of, any shares of Common Stock now owed or hereafter acquired by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition [with the exception of shares of Common Stock beneficially owned by the undersigned representing up to 1% of the total number of shares of Common Stock outstanding which the undersigned shall be permitted to sell during the Lock-Up Period notwithstanding anything to the contrary set forth in this Agreement]1 (including, without limitation, Common Stock which may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations promulgated under the Securities Act of 1933, as amended, and as the same may be amended or supplemented on or after the date hereof from time to time (the “Securities Act”) (such shares, the “Beneficially Owned Shares”).) or securities convertible into or exercisable or exchangeable for Common Stock, (ii) enter into any swap, hedge or similar agreement or arrangement that transfers in whole or in part, the economic risk of ownership of the Beneficially Owned Shares or securities convertible into or exercisable or exchangeable for Common Stock, whether now owned or hereafter acquired by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition, or (iii) engage in any short selling of the Common Stock. If (i) during the last 17 days of the Lock-Up Period, the Company issues an earnings release or material news or a material event relating to the Company occurs, or (ii) prior to the expiration of the Lock-Up Period, the Company announces that it will release earnings results or becomes aware that material news or a material event will occur during the 16-day period beginning on the last day of the Lock-Up Period, the restrictions imposed by this Agreement shall continue to apply until the expiration of the 18-day period beginning on the issuance of the earnings release or the occurrence of such material news or material event, as applicable, unless the Representative waives, in writing, such extension; provided, however, that this extension of the Lock-Up Period shall not apply to the extent that FINRA has amended or repealed NASD Rule 2711(f)(4), or has otherwise provided written interpretive guidance regarding such rule, in each case, so as to eliminate the prohibition of any broker, dealer, or member of a national securities association from publishing or distributing any research report, with respect to the securities of an Emerging Growth Company prior to or after the expiration of any agreement between the broker, dealer, or member of a national securities association and the Emerging Growth Company or its stockholders that restricts or prohibits the sale of securities held by the Emerging Growth Company or its stockholders after the initial public offering date. 1 To be included in the Lock-Up Agreement signed by Txxxxx Xxxxxxx. The restrictions set forth in the immediately preceding paragraph shall not apply to: (1) if the undersigned is a natural person, any transfers made by the undersigned (a) as a bona fide gift to any member of the immediate family (as defined below) of the undersigned or to a trust the beneficiaries of which are exclusively the undersigned or members of the undersigned’s immediate family, (b) by will or intestate succession upon the death of the undersigned, (c) as a bona fide gift to a charity or educational institution, or (d) if the undersigned is or was an officer, director or employee of the Company, to the Company pursuant to the Company’s right of repurchase upon termination of the undersigned’s service with the Company; (2) if the undersigned is a corporation, partnership, limited liability company or other business entity, any transfers to any stockholder, partner or member of, or owner of a similar equity interest in, the undersigned, as the case may be, if, in any such case, such transfer is not for value; (3) if the undersigned is a corporation, partnership, limited liability company or other business entity, any transfer made by the undersigned (a) in connection with the sale or other bona fide transfer in a single transaction of all or substantially all of the undersigned’s capital stock, partnership interests, membership interests or other similar equity interests, as the case may be, or all or substantially all of the undersigned’s assets, in any such case not undertaken for the purpose of avoiding the restrictions imposed by this Agreement or (b) to another corporation, partnership, limited liability company or other business entity so long as the transferee is an affiliate (as defined below) of the undersigned and such transfer is not for value; (4) the exercise by the undersigned of any stock option(s) issued pursuant to the Company’s existing stock option plans, including any exercise effected by the delivery of shares of Common Stock of the Company held by the undersigned; provided, that, the Common Stock received upon such exercise shall remain subject to the restrictions provided for in this Agreement; (5) the exercise by the undersigned of any warrant(s) issued by the Company prior to the date of this Agreement, including any exercise effected by the delivery of shares of Common Stock of the Company held by the undersigned; provided, that, the Common Stock received upon such exercise shall remain subject to the restrictions provided for in this Agreement; (6) the occurrence after the date hereof of any of (a) an acquisition by an individual or legal entity or “group” (as described in Rule 13d-5(b)(1) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) of effective control (whether through legal or beneficial ownership of capital stock of the Company, by contract or otherwise) of 100% of the voting securities of the Company, (b) the Company merges into or consolidates with any other entity, or any entity merges into or consolidates with the Company, (c) the Company sells or transfers all or substantially all of its assets to another person, or (d) provided, that, the Common Stock received upon any of the events set forth in clauses (a) through (c) above shall remain subject to the restrictions provided for in this Agreement; and (7) transfers consented to, in writing by Representative;

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESINTERCLOUD SYSTEMS, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: AEGIS CAPITAL CORP. Name: Title: Aegis Capital Corp. [ ] Aegis Capital Corp. [ ] Number of Firm Shares: [•] Number of Firm Warrants: [·•] Number of Additional Shares: [·•] Number of Additional Warrants: [·•] Warrant exercise price: $ $[·•] Public Offering Price per Share: $ $[·•] Underwriting Discount per Share: $[·•] Underwriting Non-accountable expense allowance per Share: $ $[·•] Proceeds to Company per Share (before expenses): $ $[·•] Public Offering Price per Warrant: $ $[·•] Underwriting Discount per Warrant: $ $[·•] Proceeds to the Company per Warrant (before expenses): $ $[·•] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx [None.] [None.] 1. Xxxx X. Xxxxxx Xxxxxx X. Xxxxx 2. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxx 3. Xxxxxxx Xxxxxx 4. Xxxx Xxxxxxxx 5. Xxxxxx Xxxxxxxx 6. Xxxxxxxx Xxxxx 7. Xxxxx Xxxxxx 8. Forward Investments LLC THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, 00xx Xxxxx Xxx XxxxAGREES THAT IT WILL NOT SELL, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. 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 ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (the “Representative” or “Aegis”DEFINED BELOW) proposes to enter into an Underwriting Agreement TO ANYONE OTHER THAN (the “Underwriting Agreement”I) with Aastrom BiosciencesAEGIS CAPITAL CORP. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, Inc.OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., a Michigan corporation (the “Company”)EASTERN TIME, providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)[___________________] [DATE THAT IS FOUR YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters Underwriters, the Selling Stockholders, and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, AUREUS GREENWAY HOLDINGS INC. By: Name: Title: SELLING STOCKHOLDERS: Name: Title: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: [●], Title: Aegis Capital Corp. Number of Firm Shares: Number of Firm Warrants: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·] ●], Dominari Securities LLC TOTAL Public Offering Price per Firm Share: $ [·] Underwriting Discount per Share: Firm Share(7%): $ Accountable Expense Allowance (Total): $[·] Underwriting 300,000 Non-accountable expense allowance Expense Allowance per Share: Firm Share (1%): $ [·] Proceeds to Company per Share Firm Share: $ (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. N/A Dominari Securities LLC 700 Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx XX 00000 As the Representative named on Schedule 1 to the Underwriting Agreement Re: Aureus Greenway Holdings Inc. Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. Dominari Securities LLC (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Aureus Greenway Holdings Inc., a Michigan corporation formed under the laws of the Nevada (the “Company”) and certain stockholders of the Company (the “Selling Stockholders”), providing for the public offering shares of common stock, par value $0.001 per share (the “Shares”), of the Company (the “Public Offering”) of shares of common stock, no par value per share, in an amount and at a price to be finalized prior to consummation of the Company Public Offering. To induce the Representative to enter into the Underwriting Agreement, and in light of the benefits that the Public Offering will confer upon the undersigned in its capacity as a securityholder and/or an officer, director or employee of the Company, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged the undersigned hereby agrees that, without the prior written consent of the Representative, the undersigned will not, during the period commencing on the date hereof and ending one hundred and eighty (180) days after the date the Public Offering is completed (the “SharesLock-Up Period”), (1) offer, pledge, sell contract to sell, grant, lend, or otherwise transfer or dispose of, directly or indirectly, any Shares or any securities convertible into or exercisable or exchangeable for Shares, whether now owned or hereafter acquired by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition (collectively, the “Lock-Up Securities”); (2) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Lock-Up Securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Lock-Up Securities, in cash or otherwise; (3) make any demand for or exercise any right with respect to the registration of any Lock-Up Securities; or (4) publicly disclose the intention to make any offer, sale, pledge or disposition, or to enter into any transaction, swap, hedge or other arrangement relating to any Lock-Up Securities.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance compliance, or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance compliance, or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance compliance, or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters Underwriter and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Xxxxxxxxx Xxxxxxxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: above. By: Name: Xxxxxx Xxxx Title: Chief Executive Officer Underwriters Aegis Capital Corp. Total Number of Firm SharesUnits: [ ●] ● Number of Units containing Firm Warrants: [·Shares (“Common Units”) [ ●] ● Number of Units containing Pre-funded Warrants (“Pre-funded Units”) [ ●] Number of Additional Option Shares: [·[ ●] Number of Additional Option Pre-funded Warrants: [·[ ●] Warrant exercise priceNumber of Option Warrants: $ [·[ ●] Public Offering Price per ShareCommon Unit: $ [·] Underwriting Discount per Share: $[·] Underwriting Non-accountable expense allowance per Share: $ [·] Proceeds to Company per Share (before expenses): $ [·[ ●] Public Offering Price per Pre-funded Unit: $ [ ●] Exercise Price per Pre-Funded Warrant: $ [·0.01 Exercise Price per Class C-1 Warrant per whole share: $ [ ●] Exercise Price per Class C-2 Warrant per whole share: $ [ ●] Underwriting Discount per Common Unit: $ [ ●] Underwriting Discount per Pre-funded Unit: $ [ ●] Purchase Price per Option Share: $ [ ●] Purchase Price per Option Pre-Funded Warrant: $ [ ●] Purchase Price per Option Warrant: $ [ ●] Written Testing-the-Waters Communications List of Lock-Up Parties 1. Xx. Xxxxxxxxx Xxxxxxxxx 2. Xxxx Xxxxxxx 3. Xxxxx Xxxxxx 4. Xxxx Xxxxxxxxxxx 5. Xxxxxx Xxxxxxxxx 6. Imperial Petroleum Inc. Form of Lock-Up Agreement [·] Proceeds to the Company per Warrant (before expenses): $ [·] Free Writing Prospectus●], dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx 2024 Aegis Capital Corp. 000 Xxxxxxx Xxxxxx0000 Xxxxxx xx xxx Xxxxxxxx, 00xx Xxxxx Xxx XxxxNew York, Xxx Xxxx 00000 Ladies and Gentlemen: NY 10105 The undersigned understands that Aegis Capital Corp. Corp., the underwriter, (the “Representative” or “AegisUnderwriter”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, C3is Inc., a Michigan corporation company incorporated under the laws of the Republic of the Xxxxxxxx Islands (the “Company”), providing for the public offering (the “Public Offering”) by the Company of shares an aggregate of [●] units (the “Units”), each consisting of (i) one share of the Company’s common stock, par value $0.01 per share (the “Common Stock”) or a pre-funded warrant to purchase one share of common stock, no par value per share(ii) 0.5 of a Class C-1 warrant to purchase one share of Common Stock, and (iii) one Class C-2 warrant to purchase one share of the Company (the “Shares”)Common Stock.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative Representatives of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. By: Name: Title: Boustead Securities, LLC [●] [●] The Benchmark Company [●] [●] TOTAL [●] [●] Number of Firm Shares: Number of Firm Warrants: [·●] Number of Additional Option Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Share: $ [·] Underwriting Discount per Firm Share: $[·] Underwriting Non-accountable expense allowance per Share: $ [·] Proceeds to Company per Share (before expenses): $ [·●] Public Offering Price per WarrantOption Share: $ $[·●] Underwriting Discount per WarrantFirm Share: $ $[·●] Proceeds to the Company Underwriting Discount per Warrant (before expenses): $ Option Share: $[·●] Non-accountable Expense Allowance per Firm Share: $[●] Non-accountable Expense Allowance per Option Share: $[●] Free Writing ProspectusProspectus filed September 19, dated as of August 72023. Boustead Securities, 2013 Xxxxxx LLC 0 Xxxxxxx, Xxxxx 000 Irvine, CA 92618 The Benchmark Company LLC 000 X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx 00xx Xxxxxx, 00xx Xxxxx Xxx Xxxx17th floor New York, Xxx Xxxx 00000 NY 10155 As Representatives of the several Underwriters named on Schedule 1 of the Underwriting Agreement Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. undersigned, a holder of common stock, par value $0.001 (“Common Stock”), or rights to acquire Common Stock, of Know Labs, Inc. (the “Representative” or “AegisCompany”) proposes understands that you, as Representatives of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters named a schedule to the Underwriting Agreement (the “Underwriters”), of shares of common stock, no par value per share, Common Stock of the Company (the “SharesSecurities”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement. In consideration of the Underwriters’ agreement to enter into the Underwriting Agreement and to proceed with the Public Offering of the Securities, and for other good and valuable consideration receipt of which is hereby acknowledged, the undersigned hereby agrees for the benefit of the Company, you and the other Underwriters that, without the prior written consent of the Representatives on behalf of the Underwriters, the undersigned will not, during the period commencing on the date hereof and ending six months after the date of the final prospectus (the “Prospectus”) relating to the Public Offering (the “Lock-Up Period”), (1) offer, pledge, sell, contract to sell, grant, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Stock, any securities convertible into or exercisable or exchangeable for Common Stock, whether now owned or hereafter acquired by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition (collectively, the “Lock-Up Securities”); (2) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Lock-Up Securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Lock-Up Securities, in cash or otherwise; (3) make any demand for or exercise any right with respect to the registration of any Lock-Up Securities; or (4) publicly disclose the intention to make any offer, sale, pledge or disposition, or to enter into any transaction, swap, hedge or other arrangement relating to any Lock-Up Securities.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCESHEAT BIOLOGICS, INC. By: Name: Jxxxxxx Xxxx Title: Chairman, CEO Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: A.G.P./ALLIANCE GLOBAL PARTNERS By: ________________________________ Name: Dxxxx Xxxxxx Title: Aegis Capital Corp. Head of Investment Banking [SIGNATURE PAGE] HEAT BIOLOGICS, INC. – UNDERWRITING AGREEMENT A.G.P./Alliance Global Partners CIM Securities, LLC SCHEDULE 2-A Pricing Information Number of Firm Shares: Number of Pre-Funded Warrants: Number of Firm Warrants: [·] Number of Additional Option Shares: [·] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·] Public Offering Price per Firm Share: $ [·] Public Offering Price per Pre-Funded Warrant: $ Public Offering Price per Firm Warrant: $ Firm Warrant Exercise Price: $ Underwriting Discount per Share: $[·] Underwriting Non-accountable expense allowance per Firm Share: $ [·] Underwriting Discount per Pre-Funded Warrant: $ Underwriting Discount per Firm Warrant: $ Proceeds to Company per Firm Share (before expenses): $ [·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·] Proceeds to the Company per Pre-Funded Warrant (before expenses): $ Proceeds to Company per Firm Warrant (before expenses): $ Issuer General Use Free Writing Prospectus filed with the Commission on April 20, 2018. Jxxxxxx Xxxx Jxxx Xxxxxxxx, Ph.D. Axx Xxxxx, M.B.A. Jxxx Xxxxxxx, Ph.D. Exxxxx X. Xxxxx, III Jxxx K.X. Xxxxxxxxxxx, Ph.D. Aristar Capital (f/k/a Brightline Ventures III, LLC) Orion Holdings V, LLC Seed-One Holdings VI, LLC [·] Free Writing Prospectus], dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 2018 Alliance Global Partners 500 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. A.G.P./Alliance Global Partners, as Representative of the several underwriters (the “Representative” or “Aegis”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesHeat Biologics, Inc., a Michigan Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters named in Schedule A to the Underwriting Agreement (the “Underwriters”) of shares of common stock, no par value $0.0002 per share, of the Company (the “Shares”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance compliance, or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance compliance, or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance compliance, or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters Underwriter and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Xxxxxxxxx Xxxxxxxxx Title: Chief Executive Officer Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: above. By: Name: Xxxxxx Xxxx Title: Chief Executive Officer Underwriters Aegis Capital Corp. Total Number of Units: [•] • Number of Units containing Firm Shares (“Common Units”) [•] • Number of Units containing Pre-funded Warrants (“Pre-funded Units”) [•] Number of Option Shares: [•] Number of Firm Option Pre-funded Warrants: [·•] Number of Additional Shares: [·] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·•] Public Offering Price per ShareCommon Unit: $ [·] Underwriting Discount per Share: $[·] Underwriting Non-accountable expense allowance per Share: $ [·] Proceeds to Company per Share (before expenses): $ [·•] Public Offering Price per Pre-funded Unit: $ [•] Exercise Price per Pre-Funded Warrant: $ 0.01 Exercise Price per Class B-1 Warrant per whole share: $ [•] Exercise Price per Class B-2 Warrant per whole share: $ [•] Underwriting Discount per Common Unit: $ [•] Underwriting Discount per Pre-funded Unit: $ [•] Purchase Price per Option Share: $ [•] Purchase Price per Option Pre-Funded Warrant: $ [·•] Underwriting Discount Purchase Price per Option Warrant: $ [·•] Proceeds to the Company per Warrant (before expenses): $ Written Testing-the-Waters Communications List of Lock-Up Parties 1. Xx. Xxxxxxxxx Xxxxxxxxx 2. Xxxx Xxxxxxx 3. Xxxxx Xxxxxx 4. Xxxx Xxxxxxxxxxx 5. Xxxxxx Xxxxxxxxx 6. Imperial Petroleum Inc. Form of Lock-Up Agreement [·] Free Writing Prospectus●], dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx 2024 Aegis Capital Corp. 000 Xxxxxxx Xxxxxx0000 Xxxxxx xx xxx Xxxxxxxx, 00xx Xxxxx Xxx XxxxNew York, Xxx Xxxx 00000 Ladies and Gentlemen: NY 10105 The undersigned understands that Aegis Capital Corp. Corp., the underwriter, (the “Representative” or “AegisUnderwriter”) ), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, C3is Inc., a Michigan corporation company incorporated under the laws of the Republic of the Xxxxxxxx Islands (the “Company”), providing for the public offering (the “Public Offering”) by the Company of shares an aggregate of [•] units (the “Units”), each consisting of (i) one share of the Company’s common stock, par value $0.01 per share (the “Common Stock”) or a pre-funded warrant to purchase one share of common stock, no par value per share(ii) 0.5 of a Class B-1 warrant to purchase one share of Common Stock, and (iii) one Class B-2 warrant to purchase one share of the Company (the “Shares”)Common Stock.

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between us. Very truly yours, AASTROM BIOSCIENCES, INC. By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: Name: Title: Aegis Capital Corp. Dxxxxx Xxxxx Securities, Inc. Cxxxxxx & Co., LLC Number of Firm SharesShares underlying the Units: [●] Number of Firm WarrantsWarrants underlying the Units: [·] Number of Additional Shares: [·] Number of Additional Warrants: [·] Warrant exercise price: $ [·●] Public Offering Price per Unit: $[●] Value of each Unit attributable to Firm Share: $ $[·●] Value of each Unit attributable each Firm Warrant: $[●] Underwriting Discount per ShareUnit: $[·●] Underwriting Non-accountable expense allowance per ShareUnit: $ $[·●] Proceeds to Company per Share Unit (before expenses): $ $[·●] Public Offering Price per WarrantOption Share: $ $[·●] Underwriting Discount per Option Share: $[●] Price per Option Warrant: $ $[·●] Proceeds to the Company Underwriting Discount per Warrant (before expenses): $ Option Warrant: $[·●] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Dxxxxx Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom BiosciencesSecurities, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”).

Waiver, etc. The failure of any of the parties hereto to at any time enforce any of the provisions of this Agreement shall not be deemed or construed to be a waiver of any such provision, nor to in any way effect the validity of this Agreement or any provision hereof or the right of any of the parties hereto to thereafter enforce each and every provision of this Agreement. No waiver of any breach, non-compliance or non-fulfillment of any of the provisions of this Agreement shall be effective unless set forth in a written instrument executed by the party or parties against whom or which enforcement of such waiver is sought; and no waiver of any such breach, non-compliance or non-fulfillment shall be construed or deemed to be a waiver of any other or subsequent breach, non-compliance or non-fulfillment. [Signature Page Follows] If the foregoing correctly sets forth the understanding between the Underwriters and the Company, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between usus as of the date first above written. Very truly yours, AASTROM BIOSCIENCES, INC. TC BIOPHARM (HOLDINGS) PLC By: Name: Title: Confirmed as of the date first written above mentioned, on behalf of itself and as Representative of the several Underwriters named on Schedule 1 hereto: By: EX XXXXXX, division of Benchmark Investments, LLC Name: Title: Aegis Capital Corp. EX Xxxxxx, division of Benchmark Investments, LLC [●] [●] Number of Firm Shares: [__] Number of Firm Warrants: [·__] Number of Additional Option Shares: [·__] Number of Additional Option Warrants: [·] Warrant exercise price: $ [·__] Public Offering Price per ShareFirm Security: $ $[·__] Public Offering Price per Option Security: $[__] Underwriting Discount per ShareFirm Security: $[·__] Underwriting Non-accountable expense allowance Discount per ShareOption Security: $ $[·__] Proceeds to Company per Share Firm Security (before expenses): $ $[·] Public Offering Price per Warrant: $ [·] Underwriting Discount per Warrant: $ [·__] Proceeds to the Company per Warrant Option Security (before expenses): $ $[·__] Free Writing Prospectus, dated as of August 7, 2013 Xxxxxx X. Xxxxx Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxxx Xxxxxx X. Xxxx Xxxxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxx Aegis Capital Corp. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: The undersigned understands that Aegis Capital Corp. (the “Representative” or “Aegis”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Aastrom Biosciences, Inc., a Michigan corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, no par value per share, of the Company (the “Shares”)None. 1. [●] 2. [●] 3. [●] 4. [●]