0001493152-18-010802 Sample Contracts

COMMON STOCK PURCHASE WARRANT Oncocyte corporation
Common Stock Purchase Warrant • August 1st, 2018 • OncoCyte Corp • In vitro & in vivo diagnostic substances

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 __, 20181 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December __, 20232 (the “Termination Date”) but not thereafter, to subscribe for and purchase from OncoCyte Corporation, a California 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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Standard Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 1st, 2018 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July 26, 2018 between OncoCyte Corporation, a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

PERSONAL AND CONFIDENTIAL OncoCyte Corporation Alameda, CA 94501 Dear Sirs:
Engagement Agreement • August 1st, 2018 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York

This letter will confirm the understanding and agreement (the “Agreement”) between Chardan Capital Markets, LLC (“Broker”) and OncoCyte Corporation (the “Company”) as follows:

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