0001144204-06-049950 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 22nd, 2006 • Discovery Laboratories Inc /De/ • Biological products, (no disgnostic substances) • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of November 22, 2006, by and among Discovery Laboratories, Inc., a Delaware corporation, with headquarters located at 2600 Kelly Road, Suite 100, Warrington, PA 18976 (the "Company"), and Capital Ventures International, a Cayman Islands company (the "Buyer").

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 22nd, 2006 • Discovery Laboratories Inc /De/ • Biological products, (no disgnostic substances) • New York

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of November 22 2006, by and among Discovery Laboratories, Inc., a Delaware corporation, with headquarters located at 2600 Kelly Road, Suite 100, Warrington, PA 18976 (the "Company") and Capital Ventures International, a Cayman Islands company (the "Buyer").

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