0001213900-14-001963 Sample Contracts

INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • March 31st, 2014 • BioPharmX Corp • Construction - special trade contractors • New York

THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March ___, 2014, by and among (i) (a) BioPharmX Corporation, a Nevada corporation (the “Company”), (b) James Pekarsky (“Pekarsky”), Anja Krammer (“Krammer”) and Kin Chan (“Chan”)(together the “Senior Management”) and (ii) the subscribers for the Company’s Series A Preferred Stock which are parties to the Subscription Agreement (as defined below)(the “Subscribers”). Capitalized terms used herein but not otherwise defined herein shall have the respective meanings set forth in the Subscription Agreement (as defined below).

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BIOPHARMX CORPORATION SUBSCRIPTION AGREEMENT
Subscription Agreement • March 31st, 2014 • BioPharmX Corp • Construction - special trade contractors • New York

This Subscription Agreement and the Investor Rights Agreement (the “Subscription Agreement”) together with the Exhibits and Schedules thereto constitutes the “Offering Documents.”

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