FORM OF TEN PERCENT (10%) SENIOR SECURED COLLATERALIZED CONVERTIBLE PROMISSORY NOTE DUE ________________Xenetic Biosciences, Inc. • November 16th, 2015 • Pharmaceutical preparations • New York
THIS TEN PERCENT (10%) SENIOR SECURED COLLATERALIZED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued Ten Percent (10%) Senior Secured Collateralized Convertible Promissory Note of Xenetic Biosciences, Inc., a Nevada corporation (the “Company” or the “Borrower”), having its principal place of business at 99 Hayden Ave, Suite 230, Lexington, Massachusetts 02421, designated as its Ten Percent (10%) Senior Secured Collateralized Convertible Promissory Note due (the “Note”).
FORM OF COMMON STOCK PURCHASE WARRANT XENETIC BIOSCIENCES, INC.Xenetic Biosciences, Inc. • November 16th, 2015 • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, OJSC Pharmsynthez or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the earlier to occur of March 31, 2016 or the Measurement Date (as that term is defined in that certain Asset Purchase Agreement, dated as of November 13, 2015, as amended, among AS Kevelt, Holder, the Company and Lipoxen Technologies, Ltd.)(the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Issue Date written above (the “Termination Date”) but not thereafter, to subscribe for and purchase from Xenetic Biosciences, Inc., a Nevada corporation (the “Company”), up to ________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as
FORM OF COMMON STOCK PURCHASE WARRANT XENETIC BIOSCIENCES, INC.Xenetic Biosciences, Inc. • November 16th, 2015 • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_____________]or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after March 31, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Issue Date written above (the “Termination Date”) but not thereafter, to subscribe for and purchase from Xenetic Biosciences, Inc., a Nevada corporation (the “Company”), up to 1,000,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF FIRST AMENDMENT TO SUBSIDIARY GUARANTEESubsidiary Guarantee • November 16th, 2015 • Xenetic Biosciences, Inc. • Pharmaceutical preparations
This First Amendment to Subsidiary Guarantee (this “Amendment”) dated as of ______________, 2015, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Purchaser (together with its permitted assigns, the “Purchaser”) signatory to that certain Securities Purchase Agreement, dated as of June 9, 2015, as amended, between Xenetic Biosciences, Inc., a Nevada corporation (the “Company”) and the Purchaser (the “Securities Purchase Agreement”) pursuant to which the Purchaser purchased from the Company a $3 million Ten Percent (10%) Senior Secured Collateralized Convertible Promissory Note (as amended, the “Original Note” or “Note”).
FORM OF FIRST AMENDMENT TO SECURITY AGREEMENTSecurity Agreement • November 16th, 2015 • Xenetic Biosciences, Inc. • Pharmaceutical preparations
This First Amendment to Security Agreement (this “Amendment”) dated as of ____________, is among Xenetic Biosciences, Inc., a Nevada corporation (the “Company”), all of the subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holder(s) of the Company’s Ten Percent (10%) Senior Secured Collateralized Convertible Promissory Note dated July 1, 2015, in the original principal amount of $3,000,000 (the “Original Note”) and the Company’s Ten Percent (10%) Senior Secured Collateralized Convertible Promissory Notes (the “New Notes”) issued in installments as set forth in the Securities Purchase Agreement, dated as of June 9, 2015, as amended (the “Securities Purchase Agreement”) signatory hereto, its endorsees, transferees and assigns (collectively, the “Secured Parties”).
FORM OF FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 16th, 2015 • Xenetic Biosciences, Inc. • Pharmaceutical preparations
This First Amendment to Securities Purchase Agreement (this “Amendment”) is dated as of November [__], 2015 between Xenetic Biosciences, Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature pages hereto (the “Purchaser”).
FORM OF FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 16th, 2015 • Xenetic Biosciences, Inc. • Pharmaceutical preparations
This First Amendment to Registration Rights Agreement (this “Amendment”) is dated as of ________________ between Xenetic Biosciences, Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature pages hereto (the “Purchaser”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 16th, 2015 • Xenetic Biosciences, Inc. • Pharmaceutical preparations • Massachusetts
This Asset Purchase Agreement (this “Agreement”), dated as of November 13, 2015, is entered into among AS KEVELT, an Estonian company (“Seller”), OJSC PHARMSYNTHEZ, a Russian pharmaceutical company and parent of Seller (“Parent”), and XENETIC BIOSCIENCES, INC., a Nevada corporation (“Xenetic”) and LIPOXEN TECHNOLOGIES, LTD., a U.K. corporation (“Lipoxen” each of Xenetic and Lipoxen are hereinafter sometimes individually referred to as a “Buyer” and collectively referred to as “Buyers”).
FORM OF Transition, Services and Resupply Agreement by and among AS Kevelt, OJSC Pharmsynthez and Xenetic Biosciences, Inc.Transition and Resupply Agreement • November 16th, 2015 • Xenetic Biosciences, Inc. • Pharmaceutical preparations • Massachusetts
This Transition, Services and Resupply Agreement (the “Transition and Resupply Agreement”), dated as of October __, 2015 (“Effective Date”) is entered into among AS Kevelt, an Estonian pharmaceutical company (“Kevelt”), OJSC Pharmsynthez, a Russian pharmaceutical company and parent of Kevelt (“Pharmsynthez”) and Xenetic Biosciences, Inc., a Nevada corporation (“Xenetic”).
