0001477932-18-004379 Sample Contracts

COMMON STOCK PURCHASE WARRANT COSMOS HOLDINGS INC
Common Stock Purchase Warrant • September 5th, 2018 • Cosmos Holdings Inc. • Wholesale-drugs, proprietaries & druggists' sundries

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Roth Capital Partners, LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after March 4, 2019 (the “Initial Exercise Date”) and on or prior to the close of business on March 4, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Cosmos Holdings Inc., a Nevada corporation (the “Company”), up to 26,056 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 5th, 2018 • Cosmos Holdings Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 4, 2018, is by and among Cosmos Holdings Inc., a Nevada corporation with offices located at 141 West Jackson Blvd, Suite 4236, Chicago, Illinois 60604 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 5th, 2018 • Cosmos Holdings Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 4, 2018, is by and among Cosmos Holdings Inc., a Nevada corporation with offices located at 141 West Jackson Blvd, Suite 4236, Chicago, Illinois 60604 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).

Contract
Leak-Out Agreement • September 5th, 2018 • Cosmos Holdings Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
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