NUTRASTAR INTERNATIONAL INC. SERIES C COMMON STOCK PURCHASE WARRANTNutrastar International Inc. • June 3rd, 2010 • Food and kindred products • Nevada
NUTRASTAR INTERNATIONAL INC., a Nevada corporation (the "Company"), hereby certifies that, for value received, [________] or its registered assigns (the "Holder"), is entitled to purchase from the Company up to a total of [_______] shares of common stock, par value $0.001 per share (the "Common Stock"), of the Company (each such share, a "Warrant Share" and all such shares, the "Warrant Shares") at an exercise price equal to $3.40 per share (as may be adjusted from time to time as provided in Section 9, the "Exercise Price"), at any time and from time to time after the date hereof through and including the three-year anniversary of the date hereof (the "Expiration Date"), and subject to the terms and conditions set forth herein. This Warrant (this "Warrant") is one of a series of similar warrants issued pursuant to the Securities Purchase Agreement dated as of May 27, 2010 by and among the Company and each of the Purchasers identified on the signature pages thereto (the "Purchase Agree
ESCROW AGREEMENTEscrow Agreement • June 3rd, 2010 • Nutrastar International Inc. • Food and kindred products • Colorado
THIS ESCROW AGREEMENT (this "Escrow Agreement") is made and executed as of May 27, 2010 by and among Nutrastar International Inc., a Nevada corporation (the "Company"), ARC China, Inc., a Shanghai corporation ("ARC China"), Gilford Securities Incorporated, as the placement agent (the "Placement Agent"), Corporate Stock Transfer, Inc., as the escrow manager (the "Escrow Manager"), and United Western Bank, as the bank escrow agent (the "Bank Escrow Agent"). Capitalized terms used but not defined herein shall have the meaning set forth in the Securities Purchase Agreement (as defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 3rd, 2010 • Nutrastar International Inc. • Food and kindred products • Nevada
This Securities Purchase Agreement (this "Agreement") is dated as of May 27, 2010, by and among Nutrastar International Inc., a Nevada corporation (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a "Purchaser" and collectively, the "Purchasers").
