0001387131-13-000998 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 28th, 2013 • CareView Communications Inc • Radio & tv broadcasting & communications equipment • New York

This Securities Purchase Agreement (this “Agreement”), dated as of March 27, 2013, is made by and among Careview Communications, inc., a Nevada corporation (the “Company”), the Purchasers listed on Exhibit A hereto, together with their permitted transferees (each, a “Purchaser” and collectively, the “Purchasers”).

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CAREVIEW COMMUNICATIONS, INC. WARRANT TO PURCHASE COMMON STOCK
Warrant Agreement • March 28th, 2013 • CareView Communications Inc • Radio & tv broadcasting & communications equipment • New York

THIS CERTIFIES THAT, for value received, [ ], with its principal office at [ ], or permitted assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from CareView Communications, Inc., a Nevada corporation, with its principal office at 405 State Highway 121, Suite B-240, Lewisville, Texas 75067 (the “Company”) up to [____________] shares of the Common Stock of the Company (the “Common Stock”), subject to adjustment as provided herein. This Warrant is one of a series of Warrants being issued pursuant to the terms of the Securities Purchase Agreement, dated March 27, 2013, by and among the Company and the original Holder of this Warrant and the other parties named therein (the “Purchase Agreement”). Capitalized terms not otherwise defined herein shall have the respective meanings ascribed to such terms in the Purchase Agreement.

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