0001104659-12-073528 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 2nd, 2012 • Atlas Venture Fund VII L P • In vitro & in vivo diagnostic substances • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October , 2012, is by and among ARCA biopharma, Inc., a Delaware corporation (the “Company”), and each of the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).

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SUBSCRIPTION AGREEMENT
Subscription Agreement • November 2nd, 2012 • Atlas Venture Fund VII L P • In vitro & in vivo diagnostic substances • New York

This Subscription Agreement (the “Agreement”) is dated as of October [ ], 2012 (the “Effective Date”), between ARCA biopharma, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature page hereto (the “Purchasers”).

AGREEMENT
Agreement • November 2nd, 2012 • Atlas Venture Fund VII L P • In vitro & in vivo diagnostic substances

Pursuant to Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, each of the undersigned hereby agrees that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of common stock of ARCA biopharma, Inc. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.

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