SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this " Agreement ") is dated as of

This Securities Purchase

Agreement (this "Agreement") is dated as of March 20, 2018, between AmpliPhi Biosciences Corporation, a Washington

corporation (the "Company"), and each purchaser identified on the signature pages hereto (each, including its

successors and assigns, a "Purchaser" and collectively the "Purchasers").

the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act

of 1933, as amended (the "Securities Act"), the Company desires to issue and sell to each Purchaser, and each

Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in

CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration the receipt and

adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:

Definitions. In addition to the terms defined elsewhere in this Agreement, for all purposes of this Agreement, the

following terms have the meanings set forth in this Section 1.1:

shall have the meaning ascribed to such term in Section 4.4.

shall have the meaning ascribed to such term in Section 3.1(j).

means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common

control with a Person as such terms are used in and construed under Rule 405 under the Securities Act.

of Directors" means the board of directors of the Company.

Day" means any day except any Saturday, any Sunday, any day which is a federal legal holiday in the United States or

any day on which banking institutions in the State of New York are authorized or required by law or other governmental action to

means the closing of the purchase and sale of the Shares pursuant to Section 2.1.

Date" means the Trading Day on which all of the Transaction Documents have been executed and delivered by the applicable

parties thereto, and all conditions precedent to (i) the Purchasers' obligations to pay the Subscription Amount and (ii)

the Company's obligations to deliver the Shares, in each case, have been satisfied or waived, but in no event later than

the second Trading Day following the date hereof.

means the United States Securities and Exchange Commission.

Stock" means the common stock of the Company, par value $0.01 per share, and any other class of securities into which

such securities may hereafter be reclassified or changed.

Stock Equivalents" means any securities of the Company or the Subsidiaries which would entitle the holder thereof to

acquire at any time Common Stock, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument

that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Common

Counsel" means Cooley LLP, with offices located at 4401 Eastgate Mall, San Diego, California 92121-1909.

Schedules" means the Disclosure Schedules of the Company delivered concurrently herewith.

Time" means, (i) if this Agreement is signed between 4:00 p.m. (New York City time) and midnight (New York City time)

on any Trading Day, 8:00 a.m. (New York City time) on the Trading Day immediately following the date hereof, and (ii) if this Agreement

is signed between midnight (New York City time) and 7:30 a.m. (New York City time) on any Trading Day, 8:00 a.m. (New York City

time) on the date hereof.

Date" shall have the meaning ascribed to such term in Section 3.1(s).

Act" means the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder.

Issuance" means the issuance of (a) shares of Common Stock or options to employees, officers or directors of the Company

pursuant to any stock or option plan duly adopted for such purpose, by a majority of the non-employee members of the Board of Directors

or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the

Company, (b) shares of Common Stock upon the exercise or exchange of or conversion of securities exercisable or exchangeable for

or convertible into shares of Common Stock issued and outstanding on the date of this Agreement, provided that such securities

have not been amended since the date of this Agreement to increase the number of such securities or to decrease the exercise price,

exchange price or conversion price of such securities (other than in connection with stock splits or combinations) or to extend

the term of such securities, and (c) securities issued pursuant to acquisitions or strategic transactions approved by a majority

of the disinterested directors of the Company, provided that such securities are issued as "restricted securities"

(as defined in Rule 144) and carry no registration rights that require or permit the filing of any registration statement in connection

therewith during the prohibition period in Section 4.10(a) herein, and provided that any such issuance shall only be to a Person

(or to the equityholders of a Person) which is, itself or through its subsidiaries, an operating company or an owner of an asset

in a business synergistic with the business of the Company and shall provide to the Company additional benefits in addition to

the investment of funds, but shall not include a transaction in which the Company is issuing securities primarily for the purpose

of raising capital or to an entity whose primary business is investing in securities.

means the Foreign Corrupt Practices Act of 1977, as amended.

shall have the meaning ascribed to such term in Section 3.1(hh).

shall have the meaning ascribed to such term in Section 3.1(hh).

shall have the meaning ascribed to such term in Section 3.1(h).

shall have the meaning ascribed to such term in Section 3.1(aa).

Property Rights" shall have the meaning ascribed to such term in Section 3.1(p).

means a lien, charge, pledge, security interest, encumbrance, right of first refusal, preemptive right or other restriction.

Adverse Effect" shall have the meaning assigned to such term in Section 3.1(b).

Permits" shall have the meaning ascribed to such term in Section 3.1(n).

Share Purchase Price" equals $1.10, subject to adjustment for reverse and forward stock splits, stock dividends, stock

combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

means an individual or corporation, partnership, trust, incorporated or unincorporated association, joint venture, limited liability

company, joint stock company, government (or an agency or subdivision thereof) or other entity of any kind.

Product" shall have the meaning ascribed to such term in Section 3.1(hh).

Agent" means H.C. Wainwright & Co., LLC.

means an action, claim, suit, investigation or proceeding (including, without limitation, an informal investigation or partial

proceeding, such as a deposition), whether commenced or threatened.

means the base prospectus filed for the Registration Statement.

Supplement" means the supplement to the Prospectus complying with Rule 424(b) of the Securities Act that is filed with

the Commission and delivered by the Company to each Purchaser at the Closing.

Party" shall have the meaning ascribed to such term in Section 4.7.

Statement" means the effective registration statement with Commission File No. 333-210974 which registers the sale of

Approvals" shall have the meaning ascribed to such term in Section 3.1(e).

144" means Rule 144 promulgated by the Commission pursuant to the Securities Act, as such Rule may be amended or interpreted

from time to time, or any similar rule or regulation hereafter adopted by the Commission having substantially the same purpose

and effect as such Rule.

424" means Rule 424 promulgated by the Commission pursuant to the Securities Act, as such Rule may be amended or interpreted

from time to time, or any similar rule or regulation hereafter adopted by the Commission having substantially the same purpose

and effect as such Rule.

Reports" shall have the meaning ascribed to such term in Section 3.1(h).

Act" means the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder.

means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

Sales" means all "short sales" as defined in Rule 200 of Regulation SHO under the Exchange Act (but shall

not be deemed to include locating and/or borrowing shares of Common Stock).

Amount" means, as to each Purchaser, the aggregate amount to be paid for Shares purchased hereunder as specified below

such Purchaser's name on the signature page of this Agreement and next to the heading "Subscription Amount,"

in United States dollars and in immediately available funds.

means any subsidiary of the Company as set forth in the SEC Reports and shall, where applicable, also include any direct or indirect

subsidiary of the Company formed or acquired after the date hereof.

Day" means a day on which the principal Trading Market is open for trading.

Market" means any of the following markets or exchanges on which the Common Stock is listed or quoted for trading on

the date in question: the NYSE American, the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market or

the New York Stock Exchange (or any successors to any of the foregoing).

Documents" means this Agreement, all exhibits and schedules thereto and hereto and any other documents or agreements

executed in connection with the transactions contemplated hereunder.

Agent" means Computershare, the current transfer agent of the Company, with a mailing address of 250 Royall Street, Canton,

MA 02021, and any successor transfer agent of the Company.

Closing. On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent