SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 24, 2018, between OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
10% original issue discount 5% Senior Convertible NOTE DUE MAY 24, 2019OncBioMune Pharmaceuticals, Inc • November 14th, 2018 • Pharmaceutical preparations • New York
THIS 10% SENIOR CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 5% Senior Convertible Notes issued at a 10% original issue discount by OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”) (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 13, 2018, between OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and Cavalry Fund I LP (the “Purchaser”).
COMMON STOCK PURCHASE WARRANT OncBioMune Pharmaceuticals, Inc.OncBioMune Pharmaceuticals, Inc • November 14th, 2018 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Cavalry Fund I LP, 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 OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”), up to 4,743,750 shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITY AGREEMENTSecurity Agreement • November 14th, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
THIS SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of September 24, 2018 between OncBioMune Pharmaceuticals, Inc., a Nevada corporation (“OBMP”) and OncBioMune, Inc., a Louisiana corporation (the “Subsidiary”) (the Subsidiary, together with each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, which shall include all wholly-owned or majority-owned subsidiaries of OBMP acquired after the date hereof for so long as this Agreement remains in effect, are hereinafter sometimes referred to individually as a “Debtor” and, collectively, as the “Debtors”) and Cavalry Fund I LP, a Delaware limited partnership, in its capacity as Collateral Agent for the benefit of itself and each of the Purchasers (as hereinafter defined) (together with their successors and assigns, the “Secured Parties”).
SUBSIDIARY GUARANTYSubsidiary Guaranty • November 14th, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This SUBSIDIARY GUARANTY (as amended, restated, supplemented, or otherwise modified and in effect from time to time, this “Guaranty”) is made as of this 24th day of September, 2018, jointly and severally, between OncBioMune Pharmaceuticals, Inc., a Nevada corporation (“OBMP”) and OncBioMune, Inc., a Louisiana corporation (“the “Subsidiary” and, together with OBMP, the “Companies”) (the Subsidiary together with each other person or entity who becomes a party to this Guaranty by execution of a joinder in the form of Exhibit A attached hereto, which shall include all wholly-owned or majority-owned subsidiaries of OBMP acquired after the date hereof for so long as this Guaranty remains in effect, shall each referred to individually as a “Guarantor” and collectively as the “Guarantors”); in favor of the Purchasers listed on the signature pages of that certain Securities Purchase Agreement dated September 24, 2018 (each, a “Purchaser”, and together with its successors and assigns and each ot
PLEDGE AGREEMENTPledge Agreement • November 14th, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
THIS PLEDGE AGREEMENT made as of this 24th day of September 2018 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), by OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Pledgor”) and Cavalry Fund I LP, a Delaware limited partnership, in its capacity as agent (“Agent”) for the Purchasers identified below (in such capacity, together with its successors and assigns, the “Pledgee”).
ESCROW AGREEMENTEscrow Agreement • November 14th, 2018 • OncBioMune Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Escrow Agreement (the “Agreement”) is entered into as of September 24, 2018 by and among OncBioMune Pharmaceuticals, Inc., a Nevada corporation (the “Company”), the parties who execute this agreement on a later date (each a “Purchaser”, and collectively the “Purchasers”), and Nason, Yeager, Gerson, White & Lioce, P.A. (the “Escrow Agent”):
