0000950133-01-502046 Sample Contracts

SECURITIES PURCHASE AGREEMENT Among ANTEX BIOLOGICS INC. and THE PURCHASERS LISTED ON SCHEDULE I Dated as of July 3, 2001
Securities Purchase Agreement • August 1st, 2001 • Antex Biologics Inc • Biological products, (no disgnostic substances) • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of July 3, 2001, among Antex Biologics Inc., a Delaware corporation (the “Company”), and the various purchasers identified and listed on Schedule I hereto (each referred to herein as a “Purchaser” and, collectively, the “Purchasers.”)

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 1st, 2001 • Antex Biologics Inc • Biological products, (no disgnostic substances) • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 3, 2001, among Antex Biologics Inc., a Delaware corporation (the “Company”), and the parties who have executed this Agreement and whose names appear on Schedule I hereto (each party listed on Schedule I hereto is sometimes individually referred to herein as a “Purchaser” and all such parties are sometimes collectively referred to herein as the “Purchasers”).

OPTION TO PURCHASE SERIES B CONVERTIBLE PREFERRED STOCK AND WARRANTS OF ANTEX BIOLOGICS INC.
Option to Purchase Agreement • August 1st, 2001 • Antex Biologics Inc • Biological products, (no disgnostic substances) • New York

THIS OPTION TO PURCHASE AGREEMENT (the “Agreement”),dated as of July 3, 2001, is entered into among Antex Biologics Inc., a Delaware corporation (the “Company”), Xmark Fund, Ltd., Xmark Fund, L.P., S.A.C. Capital Associates, LLC, SDS Merchant Fund, LP and OTATO, L.P. (Xmark Fund, Ltd., Xmark Fund, L.P., SDS Merchant Fund, LP, S.A.C. Capital Associates, LLC and OTATO, L.P., each are referred to herein as a “Purchaser” and, collectively, as the “Purchasers”).

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