0001144204-09-036512 Sample Contracts

FUNDING AGREEMENT
Funding Agreement • July 8th, 2009 • NeoStem, Inc. • Services-misc health & allied services, nec • Delaware

THIS FUNDING AGREEMENT (this “Agreement”) is made as of July 1, 2009, by and among NeoStem, Inc., a Delaware corporation (“NeoStem”), RimAsia Capital Partners L.P., a limited partnership organized under the laws of the Cayman Islands (“RimAsia”), China Biopharmaceuticals Holdings, a Delaware corporation (“CBH”), and China Biopharmaceutical Corp., a British Virgin Islands corporation (“CBC”). Each of the foregoing parties is sometimes hereinafter referred to as a “Party”; collectively, the “Parties”; references to amounts in $ herein are to such amounts in United States dollars.

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AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • July 8th, 2009 • NeoStem, Inc. • Services-misc health & allied services, nec • Delaware

THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of the 1st day of July, 2009, by and among NEOSTEM, INC., a Delaware corporation (“NeoStem”), CBH ACQUISITION LLC, a Delaware limited liability company and a wholly owned subsidiary of NeoStem (“Subco”), CHINA BIOPHARMACEUTICALS HOLDINGS, INC., a Delaware corporation (“CBH”) and CHINA BIOPHARMACEUTICALS CORP., a British Virgin Islands corporation (“CBC”). NeoStem, Subco and CBH are sometimes collectively referred to as the “Parties,” each individually a “Party.”

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