REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 5th, 2007 • Reflect Scientific Inc • Telegraph & other message communications
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 29, 2007, between Reflect Scientific, Inc., a Utah corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SERIES A/B] COMMON STOCK PURCHASE WARRANT REFLECT SCIENTIFIC, INC.Security Agreement • July 5th, 2007 • Reflect Scientific Inc • Telegraph & other message communications
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______ (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 the close of business on the 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Reflect Scientific, Inc., a Utah corporation (the “Company”), up to _____ shares (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(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 5th, 2007 • Reflect Scientific Inc • Telegraph & other message communications • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2007 between Reflect Scientific, Inc., a Utah corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
12% SENIOR CONVERTIBLE DEBENTURE DUE MAY __, 2009Convertible Security Agreement • July 5th, 2007 • Reflect Scientific Inc • Telegraph & other message communications • New York
THIS DEBENTURE is one of a series of duly authorized and validly issued 12% Senior Convertible Debentures of Reflect Scientific, Inc., a Utah corporation, (the “Company”), having its principal place of business at 1270 South 1380 West, Orem, Utah, 84058, designated as its 12% Senior Convertible Debenture due June __, 2009 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SERIES A/B] COMMON STOCK PURCHASE WARRANT REFLECT SCIENTIFIC, INC.Securities Agreement • July 5th, 2007 • Reflect Scientific Inc • Telegraph & other message communications
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______ (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 the close of business on the 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Reflect Scientific, Inc., a Utah corporation (the “Company”), up to _____ shares (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(b).
FINANCIAL ADVISORY AND INVESTMENT BANKING AGREEMENTFinancial Advisory and Investment Banking Agreement • July 5th, 2007 • Reflect Scientific Inc • Telegraph & other message communications • New York
This Agreement is made and entered into this 14th day of February, 2007, between vFinance Investments, Inc. (“VFIN”) and Reflect Scientific, Inc. (OTC BB: RSCF) (“Company”).
