FORM OF WARRANT] RADIENT PHARMACEUTICALS CORPORATION Warrant To Purchase Common StockWarrant to Purchase Common Stock • July 1st, 2011 • RADIENT PHARMACEUTICALS Corp • Pharmaceutical preparations • New York
Radient Pharmaceuticals Corporation, a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [_____________], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, at any time or times on or after the Issuance Date, but not after 11:59 p.m., New York time, on the Expiration Date, (as defined below), ______________ (_____________) fully paid, nonassessable shares of Common Stock (as defined below), subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the meanings set forth in Section 17. This Warrant
EXCHANGE AGREEMENTExchange Agreement • July 1st, 2011 • RADIENT PHARMACEUTICALS Corp • Pharmaceutical preparations • New York
This EXCHANGE AGREEMENT (the “Agreement”), dated as of June 29, 2011, is by and among Radient Pharmaceuticals Corporation, a Delaware corporation (the “Company”), Iroquois Master Fund Ltd., Cranshire Capital, L.P., Freestone Advantage Partners, LP, Kingsbrook Opportunities Master Fund LP and Bristol Investment Fund, Ltd. (collectively, the “Claimants” and each individually, a “Claimant”).
