0001102624-15-001813 Sample Contracts

AEOLUS PHARMACEUTICALS, INC. COMMON STOCK WARRANT
Aeolus Pharmaceuticals, Inc. • December 15th, 2015 • Pharmaceutical preparations • New York

THIS CERTIFIES THAT, for value received, the Holder is entitled to purchase, and Aeolus Pharmaceuticals, Inc., a Delaware corporation (the "Company"), promises and agrees to sell and issue to the Holder, at any time, or from time to time subject to the restrictions and limitations set forth herein, during the Exercise Period (as defined in Section 2 herein), up to the number of shares of Common Stock, par value $0.01 per share, of the Company (the "Common Stock"), as set forth on the signature page hereof (or such less amount, to the extent that this Warrant has been partially exercised without tendering the Warrant for surrender and reissuance) that may be acquired on a per share basis at the Exercise Price, subject to the provisions and upon the terms and conditions hereinafter set forth. This Warrant is one of the Warrants issued in the Private Securities Offering.

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AEOLUS PHARMACEUTICALS, INC. REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 15th, 2015 • Aeolus Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

This Registration Rights Agreement (the "Agreement") is made and entered into as of December 8, 2015 by and among Aeolus Pharmaceuticals, Inc., a Delaware corporation (the "Company"), and the "Purchasers" named in certain Securities Purchase Agreements by and among the Company and the Purchasers, dated as of an even date herewith (collectively, the "Purchase Agreement"). Capitalized terms used in this Agreement without definition have the respective meanings ascribed thereto in the Purchase Agreement.

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