0001144204-14-015467 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 13th, 2014 • Amarantus Bioscience Holdings, Inc. • Pharmaceutical preparations • Nevada

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of March 7, 2014, by and between AMARANTUS BIOSCIENCE HOLDINGS, INC., a Nevada corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").

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COMMON STOCK PURCHASE WARRANT Amarantus BioScience Holdings, Inc.
Amarantus Bioscience Holdings, Inc. • March 13th, 2014 • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 March 7, 2014 (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 Amarantus BioScience Holdings, Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).

PURCHASE AGREEMENT
Purchase Agreement • March 13th, 2014 • Amarantus Bioscience Holdings, Inc. • Pharmaceutical preparations • Nevada

PURCHASE AGREEMENT (the “Agreement”), dated as of March 7, 2014, by and between AMARANTUS BIOSCIENCE HOLDINGS, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).

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