0001144204-17-032936 Sample Contracts

COMMON STOCK PURCHASE WARRANT 22ND CENTURY GROUP, inc.
22nd Century Group, Inc. • June 19th, 2017 • Cigarettes

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 December [ ], 2017 (the “Initial Exercise Date”) and on or prior to the close of business on December [ ], 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from 22nd Century Group, Inc., a Nevada corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, 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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WARRANT EXERCISE AGREEMENT
Warrant Exercise Agreement • June 19th, 2017 • 22nd Century Group, Inc. • Cigarettes

This Warrant Exercise Agreement (this “Agreement”), dated as of June 19, 2017, is by and between 22nd Century Group, Inc. a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of warrants to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”).

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