SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 2nd, 2005 • Novavax Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 1, 2005, among Novavax, Inc. a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”); and
Rahul Singhvi President / Chief Executive Officer Novavax, Inc. 508 Lapp Road Malvern, PA 19355 Dear Mr. Singhvi:Novavax Inc • November 2nd, 2005 • Biological products, (no disgnostic substances) • New York
The purpose of this letter agreement (the “Agreement”) is to set forth the terms and conditions pursuant to which Rodman & Renshaw, LLC (“R&R”) shall introduce Novavax, Inc. (the “Company”) to one or more investors in connection with the proposed offering (the “Offering”) of securities (the “Securities”) of the Company. The terms of such Offering and the Securities shall be mutually agreed upon by the Company and the investor(s). R&R’s engagement under this Agreement shall be exclusive until November 4, 2005, and thereafter shall be non-exclusive. The identities of the investors to which R&R introduces the Company shall be proprietary information of R&R and shall not be divulged to third parties by the Company, nor used by the Company outside the scope of R&R’s engagement as described herein, other than as required by applicable law.
