0001185185-13-002674 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 17th, 2013 • Merica Corp. • Grain mill products • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of _____________, 2013, (the “Effective Date”) between PUBCO, a Delaware corporation (the “Company”), and the persons who have executed the signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”).

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CONSULTING AGREEMENT
Consulting Agreement • December 17th, 2013 • Merica Corp. • Grain mill products • New York

AGREEMENT, dated as of July 1, 2013 by and between AV Therapeutics, Inc., a Delaware corporation (“AVT”), and JAN GELIEBTER (the “Consultant”).

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • December 17th, 2013 • Merica Corp. • Grain mill products • New York

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Agreement"), effective this 5th day of February 2010 (the "Effective Date"), is between AVT Acquisition Corp., a Delaware corporation ("AVTAC") and AV Therapeutics, Inc. (“Therapeutics”) together with AVTAC, each a "Party" and, collectively, the "Parties").

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • December 17th, 2013 • Merica Corp. • Grain mill products • New York

AVT ACQUISITIONS, INC., a corporation formed pursuant to the laws of the State of Delaware and a wholly owned subsidiary of Merica

SUBSCRIPTION AGREEMENT
Subscription Agreement • December 17th, 2013 • Merica Corp. • Grain mill products • New York
ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • December 17th, 2013 • Merica Corp. • Grain mill products • New York

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Agreement"), effective this 5th day of February 2010 (the "Effective Date"), is between Prostagenics LLC, a New York limited liability company ("Prostagenics") and AVT Acquisition Corp., a Delaware corporation ("AVTAC" and together with Prostagenics, each a "Party" and, collectively, the "Parties").

SUPPORTED RESEARCH AND LICENSE AGREEMENT
Supported Research and License Agreement • December 17th, 2013 • Merica Corp. • Grain mill products • New York

This agreement is made and entered into this day of June 24, 2008 (the "Effective Date") by and between New York Medical College (hereinafter referred to as "NYMC"), a body having corporate powers under the State of New York and Applied Vaccine Therapeutics, LLC ( hereinafter referred to as "AVT"), a limited liability company duly organized under the laws of Delaware

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