FORM OF ORIGINAL ISSUE DISCOUNT 10% SECURED CONVERTIBLE NOTE DUE OCTOBER 17, 2017Sigma Labs, Inc. • October 20th, 2016 • Miscellaneous manufacturing industries • New York
THIS 10% SECURED CONVERTIBLE NOTE (the “Note) is issued at an approximately 10.0% original issue discount (resulting in the lending of $_______) by Sigma Labs, Inc., a Nevada corporation (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 20th, 2016 • Sigma Labs, Inc. • Miscellaneous manufacturing industries • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 17, 2016, between Sigma Labs, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature page (the “Purchaser”). WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an exemption from the registration requirements of Section 5 of the Securities Act contained in Section 4(a)(2) thereof and/or Rule 506(b) thereunder, the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase from the Company, Securities of the Company as more fully described in this Agreement.
FORM OF COMMON STOCK PURCHASE WARRANT SIGMA LABS, INC.Sigma Labs, Inc. • October 20th, 2016 • Miscellaneous manufacturing industries
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, to subscribe for and purchase from Sigma Labs, Inc., a Nevada corporation (the “Company”), up to ____________ shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITY AGREEMENTSecurity Agreement • October 20th, 2016 • Sigma Labs, Inc. • Miscellaneous manufacturing industries
This Security Agreement (the “Agreement”) is entered into as of this 17th day of October, 2016 by and between Sigma Labs, Inc., a Nevada corporation (the “Borrower”), and L1 Capital Global Opportunities Master Fund Ltd, in its capacity as Collateral Agent (together with its successors and assigns in such capacity, the “Secured Party”) for the benefit of itself and each of the Purchasers, as defined in the Securities Purchase Agreement by and among the Borrower and each of the Purchasers as of the date of this Agreement (the “SPA”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 20th, 2016 • Sigma Labs, Inc. • Miscellaneous manufacturing industries • New York
THIS REGISTRATION RIGHTS AGREEMENT (“Agreement”) is entered into as of the 17th day of October, 2016 by and among Sigma Labs, Inc., a Nevada corporation (the “Company”), and the Investors who sign the signature page to this Agreement (the “Investors”).
