0001415889-12-000598 Sample Contracts

COMMON STOCK PURCHASE WARRANT To Purchase 50,000 Shares Of Common Stock Of SEFE, INC. This is to certify, that FOR VALUE RECEIVED, Riverbend LLC (the “Holder”)
Sefe, Inc. • April 25th, 2012 • Retail-misc general merchandise stores • Nevada

is entitled to purchase, subject to the provisions of this Warrant from SEFE, Inc. (the “Company”), a Nevada corporation, at any time up to an including the expiration of five years after the date hereof (“Expiration Date”), up to fifty hundred thousand 50,000) shares of the Company’s common stock, (“Common Stock”) at a purchase price per share of One Dollar and No Cents (US$1.00) in currency of the United States of America. The number of shares of Common Stock to be received upon the exercise of this Warrant and the price to be paid for a share of Common Stock may be adjusted from time to time as hereinafter set forth. The shares of the Common Stock deliverable upon such exercise, and as adjusted from time to time, are hereinafter sometimes referred to as “Warrant Shares” and the exercise price of a share of Common Stock in effect at any time and as adjusted from time to time is hereinafter sometimes referred to as the “Exercise Price.” This Warrant represents the Warrants referred to

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 25th, 2012 • Sefe, Inc. • Retail-misc general merchandise stores • Nevada

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of the 25th day of April, 2012 by and among SEFE, INC., a Nevada corporation (the “Company”), and RIVERBEND LLC (“Holder”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 25th, 2012 • Sefe, Inc. • Retail-misc general merchandise stores • Nevada

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of April 25, 2012, by and among SEFE, Inc., a Nevada corporation, with its principal executive office at 4700 Sterling Dr, Boulder, CO 80301 (the "Company"), and Riverbend, LLC, a Nevada limited liability company (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

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