0001415889-15-001977 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 3rd, 2015 • Fluoropharma Medical, Inc. • In vitro & in vivo diagnostic substances

This Registration Rights Agreement (this “Agreement”) is made and entered into as of May __, 2015, by and among FluoroPharma Medical, Inc., a Nevada corporation (the “Company”), and the purchasers signatory hereto (each, a “Purchaser” and collectively, the “Purchasers”). This Agreement is made pursuant to the Note and Warrant Purchase Agreement, dated as of the date hereof, by and among the Company and the Purchasers (the “Purchase Agreement”).

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COMMON STOCK PURCHASE WARRANT FLUOROPHARMA MEDICAL, INC.
Common Stock Purchase Warrant • June 3rd, 2015 • Fluoropharma Medical, Inc. • In vitro & in vivo diagnostic substances • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_____________] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to [______], 2020 [the date that is five years following the final Closing Date under the Purchase Agreement] (the “Termination Date”), but not thereafter, to subscribe for and purchase from FluoroPharma Medical, Inc., a Nevada corporation (the “Company”), up to [________] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(c).

NOTE AND WARRANT PURCHASE AGREEMENT
Note and Warrant Purchase Agreement • June 3rd, 2015 • Fluoropharma Medical, Inc. • In vitro & in vivo diagnostic substances • New York

THIS NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”), is dated as of May ___, 2015, by and between FluoroPharma Medical, Inc., a Nevada corporation (the “Company”), and the Purchasers identified on Schedule 1 hereto (the “Purchasers”).

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