0001140361-14-026147 Sample Contracts

Warrant Agreement Dated as of June 16, 2014
Warrant Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

WARRANT AGREEMENT, (this “Agreement”) dated as of June 16, 2014, by Asterias Biotherapeutics, Inc., a Delaware corporation (the "Company"), for the benefit of each registered holder of a Warrant described herein (a “Holder”).

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PURCHASE AGREEMENT ASTERIAS BIOTHERAPEUTICS, INC. 1,000,000 BioTime Inc. Common Shares with 1,000,000 Asterias Series B Common Stock Purchase Warrants Total Purchase Price $2,500,000 READ THIS AGREEMENT CAREFULLY BEFORE YOU INVEST
Purchase Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

This Agreement is entered into by Broadwood Partners, L.P. (“Purchaser”) and Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

THIS REGISTRATION RIGHTS AGREEMENT, dated as of June 16, 2014, is made by and among Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), and each Shareholder (as defined below) who is the registered holder of Registrable Securities (as defined below).

STOCK PURCHASE AGREEMENT ASTERIAS BIOTHERAPEUTICS, INC. READ THIS AGREEMENT CAREFULLY BEFORE YOU INVEST
Stock Purchase Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

This Stock Purchase Agreement (“Agreement”) is entered into by Pedro Lichtinger (“Purchaser”) and Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company).

EMPLOYMENT AGREEMENT
Employment Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of June 9, 2014 by and between Asterias Biotherapeutics, Inc. (“Asterias”), a Delaware corporation, and Pedro Lichtinger ("Executive").

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