SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 31st, 2008 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 30, 2008, between Cardium 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”).
Empire Asset Management CompanyPlacement Agent Agreement • January 31st, 2008 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This letter (the “Agreement”) constitutes the agreement between Empire Asset Management Company (“Empire” or the “Placement Agent”) and Cardium Therapeutics, Inc. (the “Company”), that Empire shall serve as the exclusive placement agent for the Company, on a “reasonable efforts” basis, in connection with the proposed placement (the “Placement”) of up to $5,310,000 of registered securities (the “Securities”) of the Company, including shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) and warrants to purchase shares of Common Stock (the “Warrants”). The terms of such Placement 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 Empire 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 Placement. This Agreement and the docume
