UNDERWRITING AGREEMENT between HEAT BIOLOGICS, INC. and AEGIS CAPITAL CORP., as Representative of the Several UnderwritersUnderwriting Agreement • May 30th, 2013 • Heat Biologics, Inc. • Pharmaceutical preparations • New York
The undersigned, Heat Biologics, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Heat Biologics, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • May 30th, 2013 • Heat Biologics, Inc. • Pharmaceutical preparations • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
Form of Lock-Up AgreementLock-Up Agreement • May 30th, 2013 • Heat Biologics, Inc. • Pharmaceutical preparations
The undersigned understands that Aegis Capital Corp. (the “Representative”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Heat Biologics, Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of common stock, par value $0.0001 per share, of the Company (the “Shares”).
ContractStock Warrant • May 30th, 2013 • Heat Biologics, Inc. • Pharmaceutical preparations • North Carolina
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO SUCH SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.
EMPLOYMENT AGREEMENTEmployment Agreement • May 30th, 2013 • Heat Biologics, Inc. • Pharmaceutical preparations • North Carolina
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated as of May 15, 2013 (the “Effective Date”), by and between Heat Biologics, Inc., a Delaware corporation having a place of business at 100 Europa Drive, Suite 420, Chapel Hill, NC 27517 (the “Corporation”), and Matthew E. Czajkowski (the “CFO”), an individual residing at 1083 Burning Tree Drive, Chapel Hill, NC 27517.
AMENDMENT TO STOCK WARRANTStock Warrant Amendment • May 30th, 2013 • Heat Biologics, Inc. • Pharmaceutical preparations • North Carolina
This Amendment (the “Amendment”) dated May 24, 2013 amends that certain Stock Warrant, dated December 14, 2011, (the “Warrant”) by and between the North Carolina Biotechnology Center ("NCBIO") and HEAT BIOLOGICS, INC. a Delaware corporation (“HEAT”).
AGREEMENTSeries B Preferred Stock Purchase Agreement • May 30th, 2013 • Heat Biologics, Inc. • Pharmaceutical preparations • Delaware
This Agreement (this “Agreement”), dated as of May 23, 2013, is entered into by and among Heat Biologics, Inc., a Delaware corporation (the “Company”), and the several undersigned purchasers (individually, a “Purchaser” and collectively, the “Purchasers”). Certain capitalized terms used herein are defined in the Series B Preferred Stock Purchase Agreement (the “SPA”), dated as of March 25, 2013, entered into by and among the Company and the Purchasers.
