0001213900-13-002080 Sample Contracts

Contract
Warrant Agreement • April 29th, 2013 • Caldera Pharmaceuticals Inc • Services-commercial physical & biological research • Delaware

NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE ON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY OTHER SECURITIES LAWS (THE “ACTS”). NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK PURCHASABLE HEREUNDER MAY BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THIS WARRANT OR COMMON STOCK PURCHASABLE HEREUNDER, AS APPLICABLE, UNDER THE ACTS, OR (B) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACTS.

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CALDERA PHARMACEUTICALS, INC. SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 29th, 2013 • Caldera Pharmaceuticals Inc • Services-commercial physical & biological research • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April __, 2013, by and between Caldera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”).

PLACEMENT AGREEMENT
Placement Agreement • April 29th, 2013 • Caldera Pharmaceuticals Inc • Services-commercial physical & biological research • New York

This PLACEMENT AGREEMENT (the "Agreement") dated as of the 19th day of April, 2013, by and between CALDERA PHARMACEUTICALS, INC., a Delaware company (the "Company") and TAGLICH BROTHERS, INC. ("Placement Agent").

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