0001564590-19-008094 Sample Contracts

SERIES B COMMON STOCK PURCHASE WARRANT
Security Agreement • March 18th, 2019 • Biocept Inc • Services-medical laboratories

THIS SERIES B COMMON STOCK PURCHASE WARRANT CERTIFICATE (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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 19, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Biocept, Inc., a Delaware 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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Mr. Michael W. Nall
Placement Agent Agreement • March 18th, 2019 • Biocept Inc • Services-medical laboratories • New York
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 18th, 2019 • Biocept Inc • Services-medical laboratories • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of March 15, 2019, between Biocept, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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