SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 10th, 2014 • Novelos Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 5, 2014, between Novelos Therapeutics, Inc., 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”).
COMMON STOCK PURCHASE WARRANT novelos therapeutics, inc.Novelos Therapeutics, Inc. • February 10th, 2014 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 the conversion of the Debenture purchased by the Holder under the Purchase Agreement (as defined below) pursuant to Section 4 or Section 6(d) thereof (the “Initial Exercise Date”), and on or prior to the close of business on the five year anniversary of the Issue Date (the “Termination Date”), but not thereafter, to subscribe for and purchase from Novelos Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock; provided that the number of Warrant Shares for which this Warrant shall be exercisable at any given time shall equal the total number of Warrant Shares multiplied by a fraction, the numerator of which is the principal
8% CONVERTIBLE DEBENTURE DUE February __, 2016Novelos Therapeutics, Inc. • February 10th, 2014 • Pharmaceutical preparations • New York
THIS 8% CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 8% Convertible Debentures of Novelos Therapeutics, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 3301 Agriculture Drive, Madison, WI 53716, designated as its 8% Convertible Debenture due February __, 2016 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
