0001104659-06-010670 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 21st, 2006 • Biosphere Medical Inc • Surgical & medical instruments & apparatus • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of February 17, 2006, among BioSphere Medical, Inc., a Delaware corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 21st, 2006 • Biosphere Medical Inc • Surgical & medical instruments & apparatus • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 17, 2006, by and among BioSphere Medical, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each, an “Investor” and collectively, the “Investors”).

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