SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 9th, 2012 • Fuse Science, Inc. • Investors, nec • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 7, 2012, is by and among Fuse Science, Inc., a Nevada corporation (f/k/a Double Eagle Holdings, Ltd.) with offices located at 6135 NW 167th Street, #E21, Miami Lakes, Florida 33015 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 9th, 2012 • Fuse Science, Inc. • Investors, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February [___], 2012, is by and among Fuse Science, Inc., a Nevada corporation (f/k/a Double Eagle Holdings Ltd.) with offices located at 6135 NW 167th Street, #E21, Miami Lakes, Florida 33015 (the ”Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
Fuse Science, Inc. Lock-Up Agreement February __, 2012Lock-Up Agreement • February 9th, 2012 • Fuse Science, Inc. • Investors, nec • New York
This Lock-Up Agreement is being delivered to you in connection with the Securities Purchase Agreement (the "Purchase Agreement"), dated as of February 7, 2012 (the “Subscription Date”), by and among Fuse Science, Inc., a Nevada corporation (f/k/a Double Eagle Holdings, Ltd.) with offices located at 6135 NW 167th Street, #E21, Miami Lakes, Florida 33015 (the "Company") and the investors party thereto (the "Buyers"), with respect to the issuance of (i) senior convertible notes which will, among other things, be convertible into shares of the Company's common stock, par value $0.001 per share (the "Common Stock") and (ii) warrants which will be exercisable to purchase shares of Common Stock. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.
