0001553350-14-000252 Sample Contracts

0.35 WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK OF ECOSPHERE TECHNOLOGIES, INC.
Ecosphere Technologies Inc • March 17th, 2014 • Construction, mining & materials handling machinery & equip • Delaware

THIS IS TO CERTIFY that, for value received, _____________________________, his successors and assigns (the “Holder”), is entitled to purchase, subject to the terms and conditions hereinafter set forth, ___________ shares of Ecosphere Technologies, Inc., a Delaware corporation (the “Company”) common stock, $0.01 par value per share (“Common Stock”), and to receive certificates for the Common Stock so purchased. The exercise price of this Warrant is $0.35 per share, subject to adjustment as provided below (the “Exercise Price”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 17th, 2014 • Ecosphere Technologies Inc • Construction, mining & materials handling machinery & equip • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is entered into as of the 18th day of December, 2013 by and among Ecosphere Technologies, Inc., a Delaware corporation (the “Company”), and _______________ (the “Investor” and together with other investors who sign similar Agreements, the “Investors”).

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