0001477932-22-009572 Sample Contracts

COMMON STOCK PURCHASE WARRANT XERIANT, INC.
Security Agreement • December 30th, 2022 • Xeriant, Inc. • Aircraft • Nevada

This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the amendment to that senior secured promissory note in the principal amount of $6,050,000.00 issued to the Holder (as defined below) on October 27, 2021) (the “Note”), Auctus Fund, LLC, a Delaware limited liability company (including any permitted and registered 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 the date of issuance hereof, to purchase from XERIANT, INC., a Nevada corporation (the “Company”), 25,000,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain amendment dated December 27, 2022, to the Note, by and among the

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SECOND AMENDMENT TO SENIOR SECURED PROMISSORY NOTE
Senior Secured Promissory Note • December 30th, 2022 • Xeriant, Inc. • Aircraft

This Second Amendment to Senior Secured Promissory Note (this “Amendment”) is entered into as of December 27, 2022 between Xeriant, Inc., a Nevada corporation (the “Company”), and Auctus Fund, LLC, a Delaware limited liability company (“Auctus”).

FIRST AMENDMENT TO COMMON STOCK PURCHASE WARRANTS
Common Stock Purchase Warrant Amendment • December 30th, 2022 • Xeriant, Inc. • Aircraft

This First Amendment to the Warrants (as defined below) (this “Amendment”) is entered into as of December 27, 2022 between Xeriant, Inc., a Nevada corporation (the “Company”), and Auctus Fund, LLC, a Delaware limited liability company (“Auctus”).

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