0001171843-10-000393 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 10th, 2010 • Heritage Oaks Bancorp • State commercial banks

This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 10, 2010, by and among Heritage Oaks Bancorp, a California corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 10th, 2010 • Heritage Oaks Bancorp • State commercial banks • California

This Securities Purchase Agreement (this “Agreement”) is dated as of March 10, 2010, by and among Heritage Oaks Bancorp, a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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