0001144204-12-069409 Sample Contracts

Form of Subscription Agreement
Form of Subscription Agreement • December 26th, 2012 • MusclePharm Corp • Pharmaceutical preparations • New York

This Subscription Agreement (this “Agreement”) is dated as of [•] between MusclePharm Corporation, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”).

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FORM OF PLACEMENT AGENCY AGREEMENT
Agency Agreement • December 26th, 2012 • MusclePharm Corp • Pharmaceutical preparations • New York
FORM OF ESCROW AGREEMENT
Form of Escrow Agreement • December 26th, 2012 • MusclePharm Corp • Pharmaceutical preparations • New York

This ESCROW AGREEMENT (this “Agreement”) dated as of December 20, 2012, among MusclePharm Corporation, a Nevada corporation (the “Issuer”), and Aegis Capital Corp. (the “Placement Agent”), whose addresses and other information appear on the Information Sheet (as defined herein) attached to this Agreement, and Continental Stock Transfer & Trust Company, 17 Battery Place, 8th Floor, New York, NY 10004 (the “Escrow Agent”).

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