0001615774-17-002797 Sample Contracts

SECOND CONSENT, WAIVER AND MODIFICATION AGREEMENT
Waiver and Modification Agreement • May 31st, 2017 • Reign Sapphire Corp • Retail-jewelry stores • New York

This Second Consent, Waiver and Modification Agreement (“Agreement”) is made and entered into as of May 30, 2017, by and among Reign Sapphire Corporation, a Delaware corporation (the “Company”), and the parties identified on the signature page hereto (each a “Purchaser” and collectively, “Purchasers”). Capitalized terms used but not defined herein will have the meanings assigned to them in the Securities Purchase Agreements and Transaction Documents (all as defined below).

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