0001272550-15-000032 Sample Contracts

EXCHANGE AGREEMENT
Exchange Agreement • August 12th, 2015 • Root9B Technologies Inc. • Services-management consulting services • New York

THIS EXCHANGE AGREEMENT (this “Agreement”), is made and entered into as of August 11, 2015 (the “Effective Date”), by and among root9B Technologies, Inc., a Delaware corporation (the “Company”), and the investors listed on the signature pages hereto (collectively, the “Investors” and each, an “Investor”). Defined terms used herein have the meanings given to them in Section 8 hereof.

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