0001104659-05-010012 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 9th, 2005 • Implant Sciences Corp • Surgical & medical instruments & apparatus

This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 3, 2005, by and among Implant Sciences Corporation, a Massachusetts corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and collectively, the “Purchasers”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 9th, 2005 • Implant Sciences Corp • Surgical & medical instruments & apparatus • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of March 3, 2005, among Implant Sciences Corporation, a Massachusetts corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”); and

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COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of
Common Stock Purchase Warrant • March 9th, 2005 • Implant Sciences Corp • Surgical & medical instruments & apparatus • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) CERTIFIES that, for value received, PacificWave Partners Limited (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 6 month anniversary of the date of issuance of this Warrant (the “Initial Exercise Date”) and on or prior to the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Implant Sciences Corporation, a Massachusetts corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.10 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $9.35, subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein.

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COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of
Common Stock Purchase Warrant • March 9th, 2005 • Implant Sciences Corp • Surgical & medical instruments & apparatus

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 on or after the six month anniversary of the date of issuance of this Warrant (the “Initial Exercise Date”) and on or prior to the 5 ½ year anniversary of the Closing Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Implant Sciences Corporation, a Massachusetts corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.10 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $9.35, subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein. Capitalized terms used and not otherwise defined

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ADDITIONAL INVESTMENT RIGHT To Purchase Shares of Common Stock of
Implant Sciences Corp • March 9th, 2005 • Surgical & medical instruments & apparatus

THIS ADDITIONAL INVESTMENT RIGHT (the “Additional Investment Right”) 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 on or after the six month anniversary of the date of the Purchase Agreement (the “Initial Exercise Date”) and on or prior to the later of (a) the 6 month anniversary of the Effective Date and (b) the 6 month anniversary of the Initial Exercise Date, but in no event after the 5 year anniversary of the date of the Purchase Agreement (the “Termination Date”) but not thereafter, to subscribe for and purchase from Implant Sciences Corporation, a Massachusetts corporation (the “Company”), up to shares (the “Additional Investment Right Shares”) of Common Stock, par value $0.10 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Additional Investment Right shall be $8.50, sub

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