0001564590-17-017120 Sample Contracts

COMMON STOCK PURCHASE WARRANT
Biocept Inc • August 10th, 2017 • Services-medical laboratories • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Ally Bridge LB Healthcare Master Fund Limited 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 August 9, 2017 (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 Biocept, Inc., a Delaware corporation (the “Company”), up to 1,434,639 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.0001 per share (the “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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BIOCEPT, INC. COMMON STOCK AND WARRANT PURCHASE AGREEMENT
Common Stock and Warrant Purchase Agreement • August 10th, 2017 • Biocept Inc • Services-medical laboratories • New York

This Common Stock and Warrant Purchase Agreement (this “Agreement”) is made as of August 9, 2017, by and between Biocept, Inc., a Delaware corporation (the “Company”), and Ally Bridge LB Healthcare Master Fund Limited (the “Purchaser”).

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