0000950116-06-000602 Sample Contracts

SENIOR SECURED CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT
Senior Secured Convertible Note and Warrant Purchase Agreement • February 17th, 2006 • Laserlock Technologies Inc • Miscellaneous chemical products • Pennsylvania

THIS SENIOR SECURED CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is dated as of February 13, 2006, among LASERLOCK TECHNOLOGIES, INC., a Nevada corporation (the “Corporation”), and the parties identified on Schedule 1 and who have executed a counterpart signature page hereto (collectively, the “Purchasers”).

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LASERLOCK TECHNOLOGIES, INC. WARRANT TO PURCHASE SHARES
Laserlock Technologies Inc • February 17th, 2006 • Miscellaneous chemical products • Pennsylvania

This Warrant (this “Warrant”) is issued to Nob Hill Capital Partners, L.P., a California limited partnership, or its successors or permitted assigns (the “Holder”) by LaserLock Technologies, Inc., a Nevada corporation (the “Company”), pursuant to the terms of that certain Senior Secured Convertible Note and Warrant Purchase Agreement (the “Purchase Agreement”) of even date herewith, in connection with the Company’s issuance to the Holder of a Senior Secured Convertible Promissory Note (the “Note”).

SECURITY AGREEMENT
Security Agreement • February 17th, 2006 • Laserlock Technologies Inc • Miscellaneous chemical products • Pennsylvania

This Security Agreement (as amended, modified, restated or otherwise supplemented from time to time, this “Security Agreement”), dated as of February 13, 2006 is executed by LaserLock Technologies, Inc., a Nevada corporation (together with its successors and assigns, “Debtor”), in favor of each of the persons and entities who have executed a counterpart signature pages hereto (the “Secured Parties”).

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