0001144204-08-012348 Sample Contracts

AGFEED INDUSTRIES, INC. FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 28th, 2008 • Agfeed Industries, Inc • Grain mill products • New York

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of February __, 2008, is made by and between AGFEED INDUSTRIES, INC., a Nevada corporation (the “Company”), and the Investors listed on Exhibit A hereto.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 28th, 2008 • Agfeed Industries, Inc • Grain mill products • New York

SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 25, 2008, by and among Agfeed Industries, Inc., a Nevada corporation, with headquarters located at 1095 Qing Lan Avenue, Economic and Technical Development Zone, Nan Chang City, Jiangxi Province (the ”Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

FORM OF SECURITIES PURCHASE AGREEMENT
Form of Securities Purchase Agreement • February 28th, 2008 • Agfeed Industries, Inc • Grain mill products • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February __, 2008 by and between Agfeed Industries, Inc., a Nevada corporation (the “ Company”), and the investors named on Exhibit A hereto (each on “ Investor” and collectively the “ Investors”).

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