REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 10th, 2013 • Premier Biomedical Inc • Biological products, (no disgnostic substances) • New York
WHEREAS, in connection with that certain Investment Agreement (the “Investment Agreement”) by and between the Company and the Investor of equal date as the Agreement hereto (together, the “Transaction Documents”), the Company has agreed to issue and sell to the Investor an indeterminate number of shares of the Company’s Common Stock, par value $0.0001 per share (the “Common Stock”), to be purchased pursuant to the terms and subject to the conditions set forth in the Investment Agreement, which is hereby incorporated by reference; and
INVESTMENT AGREEMENTInvestment Agreement • December 10th, 2013 • Premier Biomedical Inc • Biological products, (no disgnostic substances) • New York
THIS INVESTMENT AGREEMENT (hereinafter referred to as the “Agreement”), dated as of December 5, 2013 (the “Execution Date”) by and between
PREMIER BIOMEDICAL, INC. DIRECTORS BRIDGE LOAN AGREEMENT PROMISSORY NOTEDirectors Bridge Loan Agreement • December 10th, 2013 • Premier Biomedical Inc • Biological products, (no disgnostic substances) • Texas
For value received, Premier Biomedical, Inc., a Nevada corporation (the “Company”), hereby promises to pay to ____________, an individual, or his assigns (the “Holder”) the principal sum of Fifty Thousand Dollars ($50,000.00) (the “Principal Amount”), plus the prepayment premium identified in Section 3 hereof (the “Prepayment Premium” and, together with the Principal Amount, the “Total Note Repayment Amount”). The Total Note Repayment Amount shall be due and payable on or before 5:00 p.m., Eastern Standard Time, on the earlier of (a) the date which is nine (9) months from the date hereof, or (b) three (3) business days following the receipt by the Company of funding (net of offering expenses, including finders fees, commissions, legal and other fees, and discounts) from any source, of at least One Million Dollars ($1,000,000) (the “Maturity Date”) (unless such payment date is accelerated as provided in Section 4 hereof). Payment of all amounts due hereunder shall be made to the Holder
