SECURED CONVERTIBLE NOTE DUE MAY 10, 2018Reign Sapphire Corp • November 14th, 2016 • Retail-jewelry stores • New York
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of REIGN SAPPHIRE CORPORATION, a Delaware corporation, (the “Borrower”), having its principal place of business at 9465 Wilshire Boulevard, Beverly Hills, CA 90212, due May 10, 2018 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2016 • Reign Sapphire Corp • Retail-jewelry stores • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 10, 2016, between Reign Sapphire Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT REIGN SAPPHIRE CORPORATIONCommon Stock Purchase Warrant • November 14th, 2016 • Reign Sapphire Corp • Retail-jewelry stores
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 the six month anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Trading Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from REIGN SAPPHIRE CORPORATION, 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).
