0001145443-13-000033 Sample Contracts

INDEPENDENCE BANCSHARES, INC. FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 7th, 2013 • Independence Bancshares, Inc. • National commercial banks • South Carolina

This Registration Rights Agreement (this “Agreement”) dated as of ______________, 20121, is made by and between Independence Bancshares, Inc. (the “Company”), a South Carolina corporation and bank holding company for Independence National Bank (the “Bank”), and _______________________ (the “Investor” and, collectively with other Persons (as defined below) who have executed a Subscription Agreement (as defined below), the “Investors”).

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INDEPENDENCE BANCSHARES, INC. FINAL SUBSCRIPTION AGREEMENT FOR SHARES OF COMMON STOCK
Final Subscription Agreement • January 7th, 2013 • Independence Bancshares, Inc. • National commercial banks • South Carolina

This Final Subscription Agreement (the “Agreement”), dated as of December __, 20121, is made by and between Independence Bancshares, Inc. (the “Company”), a South Carolina corporation and bank holding company for Independence National Bank (the “Bank”), and the subscriber identified on the signature page hereto (the “Subscriber”). This Agreement supersedes any prior Subscription Agreements between the parties relating to the Offering, as that term is defined below.

AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • January 7th, 2013 • Independence Bancshares, Inc. • National commercial banks

This amendment (the “Amendment”) is effective as of the 31st day of December, 2012, and is made by and among Independence Bancshares Inc., a South Carolina corporation (the “Company”), Independence National Bank (the "Bank"), a national bank and wholly owned subsidiary of the Company (the Company and the Bank collectively referred to herein as the “Employer”), and Lawrence R. Miller, an individual resident of South Carolina (the “Executive”). This Agreement amends that certain existing employment agreement between the parties dated December 10, 2008.

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