0001493152-17-003482 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 4th, 2017 • Quantum Materials Corp. • Metal mining • Kansas

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 29, 2017, by and between QUANTUM MATERIALS CORP., a Nevada corporation, with headquarters located at 3055 Hunter Road, San Marcos, TX 78666 (the “Company”), and L2 CAPITAL, LLC, a Kansas limited liability company, with its address at 8900 State Line Rd., Suite 410, Leawood, KS 66206 (the “Buyer”).

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EQUITY PURCHASE AGREEMENT
Equity Purchase Agreement • April 4th, 2017 • Quantum Materials Corp. • Metal mining • Kansas

This equity purchase agreement is entered into as of March 29, 2017 (this “Agreement”), by and between Quantum Materials Corp., a Nevada corporation (the “Company”), L2 Capital, LLC, a Kansas limited liability company (“L2”), and SBI Investments LLC, 2014-1, a statutory series of Delaware limited liability company (“SBI”) (together with it permitted assigns, L2 and SBI shall collectively be referred to herein as the “Investor” or “Participating Investors”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 4th, 2017 • Quantum Materials Corp. • Metal mining • Kansas

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 29, 2017, by and between QUANTUM MATERIALS CORP., a Nevada corporation (the “Company”), L2 CAPITAL, LLC, a Kansas limited liability company (“L2”), and SBI INVESTMENTS LLC, 2014-1, a a statutory series of Delaware limited liability company (“SBI”) (together with it permitted assigns, L2 and SBI shall collectively be referred to herein as the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the equity purchase agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

TRADING AGREEMENT
Trading Agreement • April 4th, 2017 • Quantum Materials Corp. • Metal mining • New York

This Trading Agreement (this “Agreement”), dated as of the 31st day of March, 2017 (the “Effective Date”), is entered into by and between L2 Capital, LLC (“L2”) and SBI Investments LLC, 2014-1 (“SBI,” and together with L2, the “Parties” and each, a “Party”).

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