SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 3rd, 2013 • Elephant Talk Communications Corp • Telephone communications (no radiotelephone) • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 3, 2013, is by and among Elephant Talk Communications Corp., a Delaware corporation with offices located at 9705 N. Broadway Ext. Ste. 200, 2nd Floor, Oklahoma City, OK 73114 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
FORM OF WARRANT ELEPHANT TALK COMMUNICATIONS CORP. Warrant To Purchase Common StockElephant Talk Communications Corp • June 3rd, 2013 • Telephone communications (no radiotelephone) • New York
Elephant Talk Communications Corp., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [Crede CG III, Ltd.][OTHER HOLDERS], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon exercise of this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after the Issuance Date but not after 11:59 p.m., New York time, on the Expiration Date (as defined below), [___________]1 (subject to adjustment as provided herein) fully paid and non-assessable shares of Common Stock (as defined below) (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant shall have the meanings se
