0001144204-12-013823 Sample Contracts

Contract
Note • March 8th, 2012 • MusclePharm Corp • Pharmaceutical preparations • Colorado

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE "ACT") AND IS A "RESTRICTED SECURITY" AS THAT TERM IS DEFINED IN RULE 144 UNDER THE ACT. THE NOTE MAY NOT BE OFFERED FOR SALE, SOLD OR TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE ACT, THE AVAILABILITY OF WHICH IS TO BE ESTABLISHED TO THE SATISFACTION OF THE COMPANY.

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Contract
Promissory Notes • March 8th, 2012 • MusclePharm Corp • Pharmaceutical preparations

The Promissory Notes (the "Securities") of MUSCLEPHARM CORPORATION being offered have not been registered under the Securities Act of 1933, as amended (the "Act"), and are being offered and sold only to accredited investors in reliance upon exemptions from the registration requirements of the Act. The Securities cannot be sold, transferred, assigned, or otherwise disposed of except in compliance with applicable federal and state securities laws.

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