0001019687-13-000179 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 17th, 2013 • Advanced Cell Technology, Inc. • Pharmaceutical preparations

This Registration Rights Agreement (this “Agreement”) is made and entered into as of December ,2012, between Advanced Cell Technology, Inc., a Delaware corporation (the “Company”) and each of the holders signatory hereto (each such purchaser, a “Holders” and, collectively, the “Holders”).

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AMORTIZING SENIOR SECURED CONVERTIBLE DEBENTURE
Advanced Cell Technology, Inc. • January 17th, 2013 • Pharmaceutical preparations • New York

THIS AMORTIZING DEBENTURE is one of a series of duly authorized and issued Amortizing Senior Secured Convertible Debentures of Advanced Cell Technology, Inc., a Delaware corporation, having a principal place of business at 1510 111th Street Ste # 202, Santa Monica, CA 90401 (the “Company”), designated as its Amortizing Senior Secured Convertible Debentures due June 30, 2015 (the “Debentures”).

SETTLEMENT AGREEMENT AND MUTUAL RELEASE
Settlement Agreement and Mutual Release • January 17th, 2013 • Advanced Cell Technology, Inc. • Pharmaceutical preparations • New York

This Settlement Agreement and Mutual Release is made and entered into as of December 31, 2012 (the “Agreement”), by and among CAMOFI Master LDC (“CAMOFI”) and CAMHZN Master LDC (“CAMZHN”) (collectively, the “Holders”) and Advanced Cell Technology, Inc. (“Advanced Cell” or the “Company”). The Holders and Advanced Cell are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

Office lease agreement
Office Lease Agreement • January 17th, 2013 • Advanced Cell Technology, Inc. • Pharmaceutical preparations • Massachusetts

This Lease Agreement made on January 11, 2013 by and between, Wendy Jolles and Linda Olstein, Trustees of The Janelon Trust under Declaration of Trust dated January 28, 1975 and recorded with the Suffolk County Registry of Deeds in Book 8766, Page 558, as amended by instrument dated January 7, 1988 and recorded in Book 14432, Page 267, (hereinafter called “Landlord”), and Advanced Cell Technology, Inc., a Delaware corporation (hereinafter called “Tenant”).

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