0001437749-15-003584 Sample Contracts

AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT AND INVESTOR RIGHTS AGREEMENT
Securities Purchase Agreement and Investor Rights Agreement • February 27th, 2015 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals

This Amendment No. 1 to Securities Purchase Agreement and Investor Rights Agreement (this “Amendment”) is entered into as of February 23, 2015, by and between Giga-tronics Incorporated, a corporation organized in the State of California (the “Company”), and Alara Capital AVI II, LLC, a Delaware limited liability company (including its successors and assigns, the “Purchaser”).

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WARRANT TO PURCHASE COMMON STOCK
Warrant Agreement • February 27th, 2015 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • California

THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR SECURITIES LAWS OF ANY STATE AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO A REGISTRATION STATEMENT RELATING THERETO IN EFFECT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT OR SUCH LAWS.

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