Amendment to Convertible Promissory Notes
EX-10.XXX 3 cvm_ex10x.htm AMENDMENT TO CONVERTIBLE PROMISSORY NOTES Blueprint
EXHIBIT 10(xxx)
AMENDMENT TO CONVERTIBLE NOTES
1. In June and July 2017 CEL-SCI Corporation (the “Company”) sold convertible notes, with a maturity date of December 22, 2017, to a group of private investors. The Parties to this Agreement do hereby agree that the maturity date of the convertible notes held by the persons designated as the “Convertible Note Holders” on the signatures pages to this Agreement is extended to September 21, 2018.
2. In consideration for the extension of the maturity date of the convertible notes, the Company will issue to each Convertible Note Holder a warrant (Series RR) which will entitle the holder to purchase shares of the Company’s common stock equal in number to 50% the shares issuable upon the exercise of the warrants issued to the Convertible Note Holder in June and/or July 2017. The Series RR warrants may be exercised at any time on or before October 30, 2022 at an exercise price of $1.65 per share.
3. Any shares issued upon the exercise of the Series RR warrants will be “restricted securities” as that term is defined by the Securities and Exchange Commission.
Agreed to and Accepted:
| | CEL-SCI CORPORATION | | |
| | | | |
| November 2, 2017 | By: | /s/ Geert Kersten | |
| | | Geert Kersten, Chief Executive Officer | |
| | | | |
| November 2, 2017 | | /s/ Geert Kersten | |
| | | Geert Kersten | |
| | | | |
| November 2, 2017 | | /s/ Harald Wengust | |
| | | Harald Wengust | |
| | | | |
| November 2, 2017 | | /s/ Christian Schleuning | |
| | | Christian Schleuning | |
| | | | |
| November 2, 2017 | | /s/ Dirk Oldenburg | |
| | | Dirk Oldenburg | |
| | | | |
| | EASTCO PARTNERS, LLC | | |
| | | | |
| November 2, 2017 | By: | /s/ Edward Cohen | |
| | | Edward Cohen, Authorized Officer | |
| | | | |
| November 2, 2017 | | /s/ Tom Ulie | |
| | | Tom Ulie | |
| | | | |
1
| | DE CLARA TRUST | | |
| | | | |
| November 2, 2017 | By: | /s/ Ralf Brandenburg | |
| | | Ralf Brandenburg, Trustee | |
| | | | |
| | KIRCOS FAMILY REVOCABLE INHERITANCE TRUST dated 8/8/13 | | |
| | | | |
| November 2, 2017 | By: | /s/ Marc Kircos | |
| | | Marc Kircos, Trustee | |
| | | | |
| November 2, 2017 | | /s/ J.A. Wampler | |
| | | J.A. Wampler | |
| | | | |
| November 2, 2017 | | /s/ Heinz Matthies | |
| | | Heinz Matthies | |
| | | | |
| November 2, 2017 | | /s/ Edward Renzelli | |
| | | Edward Renzelli | |
| | | | |
| November 2, 2017 | | /s/ Allen H. Van Dyke | |
| | | Allen H. Van Dyke | |
| | | | |
| November 2, 2017 | | /s/ Shea Hughes | |
| | | Shea Hughes | |
| | | | |
| November 2, 2017 | | /s/ Patricia B. Prichep | |
| | | Patricia B. Prichep | |
| | | | |
2
