0001144204-09-033494 Sample Contracts

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • June 19th, 2009 • Advaxis, Inc. • Pharmaceutical preparations • New York

THIS NOTE PURCHASE AGREEMENT (the “Agreement”) is made as of the __ day of June, 2009, by and between Advaxis, Inc., a Delaware corporation (the “Company”), and each purchaser listed on Schedule A hereto (individually, an “Investor” and collectively, the “Investors”).

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SECURITY AGREEMENT
Security Agreement • June 19th, 2009 • Advaxis, Inc. • Pharmaceutical preparations • Delaware

This Security Agreement (this “Agreement”) is made and entered into as of __________, 2009, by and between Advaxis, Inc., a Delaware corporation (the “Grantor”), and the Investors listed on Schedule A hereto (collectively, “Secured Parties”).

SUBORDINATION AGREEMENT
Subordination Agreement • June 19th, 2009 • Advaxis, Inc. • Pharmaceutical preparations • New York

THIS SUBORDINATION AGREEMENT (“Agreement”) dated June __, 2009, is made by and among the Investors listed on Schedule A hereto (singly and collectively, “New Lender”), Advaxis, Inc., a Delaware corporation (“Borrower”) and Thomas A. Moore (“Subordinating Creditor”).

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