0001013762-12-000042 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 9th, 2012 • Carbon Sciences, Inc. • Refuse systems • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of January , 2012, between Carbon Sciences, Inc., a Nevada 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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COMMON STOCK PURCHASE WARRANT
Carbon Sciences, Inc. • January 9th, 2012 • Refuse systems

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time or times on or after the date hereof (the “Exercisability Date”), but not after 11:59 p.m., New York City time, on ______, 201[ ] (the “Termination Date”), to subscribe for and purchase from Carbon Sciences, Inc., a Nevada corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock.

January __, 2012 Mr. Byron Elton Chief Executive Officer Carbon Sciences, Inc.
Carbon Sciences, Inc. • January 9th, 2012 • Refuse systems • New York
Consulting Agreement
Consulting Agreement • January 9th, 2012 • Carbon Sciences, Inc. • Refuse systems • California
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