0001062993-14-001492 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 19th, 2014 • Anavex Life Sciences Corp. • Services-commercial physical & biological research

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 19th, 2014 • Anavex Life Sciences Corp. • Services-commercial physical & biological research • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of March 13, 2014, between Anavex Life Sciences Corp., 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”).

SENIOR CONVERTIBLE DEBENTURE DUE MARCH ___, 2044
Convertible Security Agreement • March 19th, 2014 • Anavex Life Sciences Corp. • Services-commercial physical & biological research • New York

THIS SENIOR CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Senior Convertible Debentures of ANAVEX LIFE SCIENCES CORP., a Nevada corporation (the “Company”), having its principal place of business at 51 West 52nd Street, 7th Floor, New York, New York 10019, designated as its Senior Convertible Debenture due March ___, 2044 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).

SERIES [A/B] COMMON STOCK PURCHASE WARRANT ANAVEX LIFE SCIENCES CORP.
Securities Agreement • March 19th, 2014 • Anavex Life Sciences Corp. • Services-commercial physical & biological research

THIS SERIES [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Anavex Life Sciences Corp., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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