0001144204-15-025297 Sample Contracts

Contract
Chanticleer Holdings, Inc. • April 27th, 2015 • Retail-eating places • Delaware

THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 SECURITIES ACT”) OR ANY STATE SECURITIES LAWS. THIS WARRANT MAY NOT BE EXERCISED IN THE UNITED STATES (AS DEFINED IN REGULATION S UNDER THE 1933 SECURITIES ACT), NOR MAY THIS WARRANT OR THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT BE SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED, UNLESS THE WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE 1933 SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE AND THE CORPORATION RECEIVES AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO IT TO SUCH EFFECT.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 27th, 2015 • Chanticleer Holdings, Inc. • Retail-eating places

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is entered into as of February 11, 2015 by and among Chanticleer Holdings, Inc., a Delaware corporation (the “Company”), and Carl Caserta (the “Investor”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 27th, 2015 • Chanticleer Holdings, Inc. • Retail-eating places • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of February 11, 2015, between Chanticleer Holdings, Inc., a Delaware corporation (the “Company”), and Carl Caserta or his designated assigns (the “Purchaser”).

AGREEMENT
Agreement • April 27th, 2015 • Chanticleer Holdings, Inc. • Retail-eating places • New York

This AGREEMENT effective as of April 24, 2015 (the “Agreement”) by and between Chanticleer Holdings, Inc. (“Chanticleer”), AT Media Corp. (“AT Media”) and Aton Select Fund, Ltd. (“Aton”). Chanticleer, AT Media and Aton shall be referred to herein individually as a “Party” or collectively as the “Parties.”

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