0001144204-14-045649 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 30th, 2014 • CBD Energy LTD • Semiconductors & related devices • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July 25, 2014, between CBD Energy Limited, an Australian corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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ORDINARY SHARE PURCHASE WARRANT CBD ENERGY LIMITED
Securities Agreement • July 30th, 2014 • CBD Energy LTD • Semiconductors & related devices

THIS ORDINARY SHARE PURCHASE WARRANT (this “Warrant”) certifies that, for value received, ___________ (the “Holder”) is entitled, upon the terms and subject to the Exercise Conditions (hereinafter defined) and other limitations on exercise and the conditions hereinafter set forth, at any time on or prior to the close of business on the four (4) year anniversary of the Grant Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from CBD Energy Limited, an Australian corporation (the “Company”), up to __________ shares (the “Warrant Shares”) of the Company’s ordinary shares (the “Ordinary Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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