0001104659-08-076186 Sample Contracts

REGENERX BIOPHARMACEUTICALS, INC. WARRANT TO PURCHASE COMMON STOCK
Warrant Agreement • December 12th, 2008 • Regenerx Biopharmaceuticals Inc • Pharmaceutical preparations • Delaware

THIS CERTIFIES THAT, for value received, , or permitted registered assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from REGENERX BIOPHARMACEUTICALS, Inc., a Delaware corporation (the “Company”) up to ( ) shares of the common stock of the Company, par value $0.001 per share (the “Common Stock”). This Warrant has been issued pursuant to that certain Securities Purchase Agreement between the Company and the Holder dated as of the date hereof (the “Purchase Agreement”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 12th, 2008 • Regenerx Biopharmaceuticals Inc • Pharmaceutical preparations

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 10, 2008, is entered into between RegeneRx Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and (hereinafter the “Investor”).

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