0000924168-22-000049 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 6th, 2022 • Energy Focus, Inc/De • Electric lighting & wiring equipment • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 3, 2022, between Energy Focus, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and, collectively, the “Purchasers”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 6th, 2022 • Energy Focus, Inc/De • Electric lighting & wiring equipment

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 3, 2022, between Energy Focus, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

PRE-FUNDED] COMMON STOCK PURCHASE WARRANT ENERGY FOCUS, INC.
Energy Focus, Inc/De • June 6th, 2022 • Electric lighting & wiring equipment

THIS [PRE-FUNDED] 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 date hereof (the “Initial Exercise Date”) [and on or prior to 5:00 p.m. (New York City time) on ________1]2 [until this Warrant is exercised in full]3 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Energy Focus, 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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