0001052918-16-001115 Sample Contracts

SECURITIES EXCHANGE AGREEMENT
Securities Exchange Agreement • June 7th, 2016 • Validian Corp • Services-prepackaged software • Nevada

Whereas: HOLDER owns a number of 10% Senior Secured Convertible Notes (the "Notes") with a total principal of [Insert Amount] U.S. dollars and ($________ U.S.) plus accrued interest (the " Debt"), as listed in Schedule A to this Agreement.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 7th, 2016 • Validian Corp • Services-prepackaged software • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 2, 2016, between Validian Corporation, a Nevada corporation (the “Company”), and the persons and the Persons listed in Exhibit A to this Agreement (each, a “Purchaser” and collectively the “Purchasers”).

SECURITIES EXCHANGE AGREEMENT
Securities Exchange Agreement • June 7th, 2016 • Validian Corp • Services-prepackaged software • Nevada

Whereas: HOLDER owns a number of 10% Senior Secured Convertible Notes with principal plus accrued interest totaling Nine Hundred and Twenty Nine Thousand and Five Hundred and Thirty Three U.S. dollars and eighty one cents ($929,533.81 U.S.) plus a number of 10% unsecured Senior Convertible Notes with principal plus accrued interest totaling totaling Seventy Four Thousand and Seven Hundred and Forty Seven U.S. dollars and ninety two cents ($74,747.92 U.S.) (collectively the " Debt"), as listed in Schedule A to this Agreement.

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