EXCHANGE AGREEMENTExchange Agreement • October 3rd, 2016 • Great Basin Scientific, Inc. • Surgical & medical instruments & apparatus • New York
WHEREAS, reference is hereby made to (a) that certain Securities Purchase Agreement, dated December 28, 2015, by and among the Company, the Investor and certain other buyers signatory thereto (the “2015 SPA”), pursuant to which the Investor and such other buyers acquired (i) senior secured convertible notes (the “2015 Notes”) and (ii) warrants to acquire shares of the Company's common stock, par value $0.0001 per share (the ”Common Stock”) (the “2015 Warrants”), (b) that certain Securities Purchase Agreement, dated June 29, 2016, by and among the Company, the Investor and certain other buyers signatory thereto (the “2016 SPA” and together with the 2015 SPA, each, an “SPA” and collectively, the “SPAs”), pursuant to which the Investor and such other buyers acquired (i) senior secured convertible notes (the “2016 Notes”) and (ii) warrants to acquire shares of Common Stock (the “2016 Warrants”). Capitalized terms not defined herein shall have the meaning as set forth in the 2015 SPA and/or
