SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 10th, 2017 • Cel Sci Corp • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 8, 2017, between CEL-SCI Corporation, a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
CEL-SCI CORPORATION PLACEMENT AGENT’S WARRANTSecurity Agreement • March 10th, 2017 • Cel Sci Corp • Biological products, (no disgnostic 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 six (6) months following the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on March 8, 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from CEL-SCI Corporation, a Colorado corporation (the “Company”), up to 750,000 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). This Warrant is issued pursuant to the Engagement Agreement, dated March 7, 2017, between the Company and Rodman & Renshaw, a unit of H.C. Wainwright & Co., LLC.
STRICTLY CONFIDENTIAL CEL-SCI CorporationExclusive Agency Agreement • March 10th, 2017 • Cel Sci Corp • Biological products, (no disgnostic substances) • New York
