SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 15th, 2009 • Generex Biotechnology Corp • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated September 11, 2009, between Generex Biotechnology 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”).
Re: Engagement AgreementGenerex Biotechnology Corp • September 15th, 2009 • Pharmaceutical preparations • New York
The purpose of this engagement letter is to outline the agreement pursuant to which Maxim Group LLC (“Maxim”) will act as a non-exclusive placement agent to Generex Biotechnology Corporation, I.R.S. Employer Identification No. 98-0178636 (collectively, with its subsidiaries and affiliates, the “Company”) in connection with the proposed registered direct offering (the “Offering”) of warrants and shares of common stock, par value $.001 per share (collectively, the “Securities”) of the Company. The terms of such Offering and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that Maxim would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Offering. This Agreement and the documents executed and delivered by the Company and the Purchasers in connection with the Offering shall be collectiv
Midtown Partners & Co., LLC 4218 West Linebaugh Avenue Tampa, FL 33624 Phone: 813.885.5744 ♦ Fax: 813.885.5911Letter Agreement • September 15th, 2009 • Generex Biotechnology Corp • Pharmaceutical preparations • New York
This letter (the “Agreement”) confirms Midtown Partners & Co., LLC (“Midtown”) engagement as placement agent for Generex Biotechnology Corporation (the “Company”), in connection with the proposed registered direct offering (the “Offering”) of up to 17,500,000 share of the Company’s common stock and warrants (the “Warrants”) to acquire up to 8,750,000 shares of the Company’s common stock (collectively, the “Securities”). The Securities will be sold only to “accredited investors” (the “Investors”), as such term is defined in Rule 501(a) of Regulation D, promulgated under the United States Securities Act of 1933, as amended.
