0001493152-20-020442 Sample Contracts

COMMON STOCK PURCHASE WARRANT CONVERSION LABS, INC.
Common Stock Purchase Warrant • November 4th, 2020 • Conversion Labs, Inc. • Miscellaneous manufacturing industries

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ______________ 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 November 3, 2020 (the “Initial Exercise Date”) and on or prior to the close of business on the fifth (5th) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Conversion Labs, Inc., a Delaware corporation (the “Company”), up to 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 • November 4th, 2020 • Conversion Labs, Inc. • Miscellaneous manufacturing industries • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 30, 2020, is by and among Conversion Labs, Inc., a Delaware corporation (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 4th, 2020 • Conversion Labs, Inc. • Miscellaneous manufacturing industries • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 30, 2020, is by and among Conversion Labs, Inc., a Delaware corporation (the “Company”), BTIG, LLC (the “Placement Agent”), and each of the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).

CONVERSION LABS, INC.
Lock-Up Agreement • November 4th, 2020 • Conversion Labs, Inc. • Miscellaneous manufacturing industries • New York
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