SECURITY AGREEMENTSecurity Agreement • January 23rd, 2019 • IIOT-OXYS, Inc. • Services-prepackaged software • Nevada
This SECURITY AGREEMENT (as amended, modified or otherwise supplemented from time to time, this “Agreement”), dated and effective as of January 22, 2019 made by IIOT-OXYS, Inc., a Nevada corporation (“Debtor”), in favor of Cambridge MedSpace, LLC, a Massachusetts limited liability company (the “Secured Party”).
COMMON STOCK PURCHASE WARRANT IIOT-OXYS, INC.Securities Agreement • January 23rd, 2019 • IIOT-OXYS, Inc. • Services-prepackaged software • Nevada
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received Cambridge MedSpace, LLC, a Massachusetts limited liability company, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth and in the Securities Purchase Agreement between the Company and the Holder (the “Purchase Agreement”), at any time on or after the Original Issue Date and on or prior to the close of business on the fifth anniversary of the Original Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from IIOT-OXYS, INC, a Nevada corporation (the “Company”), up to 36,667 Common Shares (as subject to adjustment hereunder, the “Warrant Shares”); provided, however, the number of Warrant Shares exercisable pursuant to this Warrant shall increase from 50% to 100% in the Event of Default (as defined in the Note) has occurred and has not been cured. The purchase price of one (1) Commo
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 23rd, 2019 • IIOT-OXYS, Inc. • Services-prepackaged software • Nevada
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of January 22, 2019 (the “Effective Date”) by and among IIOT-OXYS, Inc., a Nevada corporation (the “Company”), and Cambridge MedSpace, LLC, a Massachusetts limited liability company (the “Purchaser”). Any capitalized term not otherwise defined herein shall have the meaning set forth for such term in the Note or Warrant (defined below).
ContractConvertible Note • January 23rd, 2019 • IIOT-OXYS, Inc. • Services-prepackaged software • Nevada
THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, ENCUMBERED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IIOT-OXYS, INC. THAT SUCH REGISTRATION IS NOT REQUIRED OR SUCH TRANSACTION COMPLIES WITH RULES PROMULGATED BY THE SECURITIES AND EXCHANGE COMMISSION UNDER THE ACT.
