0001121781-09-000538 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 2nd, 2009 • RADIENT PHARMACEUTICALS Corp • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of November 30, 2009, between Radient Pharmaceuticals Corporation, 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”).

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COMMON STOCK PURCHASE WARRANT RADIENT PHARMACEUTICALS CORPORATION
Common Stock Purchase Warrant • December 2nd, 2009 • RADIENT PHARMACEUTICALS Corp • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (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 May __, 2010 (the “Initial Exercise Date”) and on or prior to the close of business on the six and one half year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Radient Pharmaceuticals Corporation, a Delaware corporation (the “Company”), up to ______ shares (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).

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