0001213900-18-007112 Sample Contracts

SECURED CONVERTIBLE NOTE DUE MAY 29, 2019
Convertible Security Agreement • June 1st, 2018 • Immudyne, Inc. • Medicinal chemicals & botanical products • New York

THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of IMMUDYNE, INC., a Delaware corporation, (the “Borrower”), having its principal place of business at 1460 Broadway, New York, NY 10036, fax: [REQUIRES COMPLETION], due May 29, 2019 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 1st, 2018 • Immudyne, Inc. • Medicinal chemicals & botanical products • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 29, 2018, by and among Immudyne, Inc., a Delaware corporation, with headquarters located at 1460 Broadway, New York, NY 10036 (the “Company”), and the investors listed on the Schedule of Purchasers attached hereto (each, a “Purchaser” and collectively, the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 1st, 2018 • Immudyne, Inc. • Medicinal chemicals & botanical products • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of May 29, 2018, between Immudyne, Inc., a Delaware corporation and includes any successor Company thereto (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).

COMMON STOCK PURCHASE WARRANT IMMUDYNE, INC.
Security Agreement • June 1st, 2018 • Immudyne, Inc. • Medicinal chemicals & botanical products

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [RC], [ADDRESS- RC], Fax: [RC], 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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from IMMUDYNE, INC., a Delaware corporation (the “Company”), up to [RC] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Shares. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

SECURITY AGREEMENT
Security Agreement • June 1st, 2018 • Immudyne, Inc. • Medicinal chemicals & botanical products • New York

This SECURITY AGREEMENT, dated as of May 29, 2018 (this “Agreement”), is among Immudyne, Inc., a Delaware corporation (the “Company”), each Subsidiary of the Company which shall become a party to this Agreement by execution and delivery of the form annexed hereto as Annex A and the Subsidiary Guaranty annexed thereto (each such Subsidiary, a “Guarantor” and together with the Company, the “Debtors”), Alpha Capital Anstalt, as collateral agent (the “Collateral Agent”) for and the holders of the Company’s Secured Convertible Notes issued at or about May 29, 2018, in the original aggregate principal amount of up to $550,000 and such other of the Company’s secured Convertible Notes which may be issued in the future (collectively, the “Notes”) (collectively, the “Secured Parties”).

SUBSIDIARY GUARANTY
Subsidiary Guaranty • June 1st, 2018 • Immudyne, Inc. • Medicinal chemicals & botanical products • New York
STOCK PLEDGE AGREEMENT
Stock Pledge Agreement • June 1st, 2018 • Immudyne, Inc. • Medicinal chemicals & botanical products • New York

THIS STOCK PLEDGE AGREEMENT (this “Agreement”), dated as of May 29, 2018, by the signatories identified on the signature page hereto (each a “Pledgor” and collectively the “Pledgors”) for the benefit of Alpha Capital Anstalt (“Pledgee”);

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