0001019687-10-003241 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 1st, 2010 • GHN Agrispan Holding Co • Retail-eating places • New York
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COMMON STOCK PURCHASE WARRANT GHN AGRISPAN HOLDING COMPANY
Securities Purchase Agreement • September 1st, 2010 • GHN Agrispan Holding Co • Retail-eating places

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] (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 the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from GHN Agrispan Holding Company, a Nevada corporation (the “Company”), up to [●] shares (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).

MAKE GOOD ESCROW AGREEMENT
Make Good Escrow Agreement • September 1st, 2010 • GHN Agrispan Holding Co • Retail-eating places • New York

This Securities Escrow Agreement (the "Make Good Escrow Agreement"), dated as of August 31, 2010, is entered into by and among GHN Agrispan Holding Company, a Nevada corporation (the "Company"), Ms. Chui Wai Chun (the “Make Good Pledgor”), the Investors (as defined below), National Securities Corporation, as placement agent ("Placement Agent) and Globex Transfer LLC, as escrow agent ("Escrow Agent").

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 1st, 2010 • GHN Agrispan Holding Co • Retail-eating places • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August 31, 2010, by and between GHN Agrispan Holding Company, a Nevada corporation (the “Company”), having an address at 402 M, No. 16 Xinfeng 3rd Road, Xiamen City, PRC, and the investors listed on the Schedule of Investors attached hereto as Appendix A (each, an “Investor” and collectively, the “Investors”).

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