0001144204-16-094927 Sample Contracts

AUDIOEYE, INC. COMMON STOCK WARRANT
Audioeye Inc • April 19th, 2016 • Services-prepackaged software • Delaware

This Common Stock Warrant (this “Warrant”) is issued as of April 18, 2016, by AudioEye, Inc., a Delaware corporation (the “Company”), to [_______] (the “Holder”) in connection with that certain Common Stock and Warrant Purchase Agreement, dated as of April [__], 2016, by and between the Company and the other parties thereto (as the same may from time to time be amended, modified, extended, renewed or restated, the “Purchase Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Purchase Agreement.

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COMMON STOCK AND WARRANT PURCHASE AGREEMENT
Common Stock and Warrant Purchase Agreement • April 19th, 2016 • Audioeye Inc • Services-prepackaged software • Delaware

This Common Stock and Warrant Purchase Agreement (this “Agreement”) is made and entered into as of April 18, 2016, by and among AudioEye, Inc., a Delaware corporation (the “Company”), and the investors set forth on Exhibit A attached hereto (each an “Investor” and collectively, the “Investors”).

OMNIBUS AMENDMENT TO SECURED CONVERTIBLE PROMISSORY NOTES
Audioeye Inc • April 19th, 2016 • Services-prepackaged software • Delaware

THIS AMENDMENT dated as of April 18, 2016 (this “Amendment”) to the Notes (as defined below), is entered into by and between AudioEye, Inc., a Delaware corporation (the “Company”), and Anthion Partners II, LLC, a [●] (the “Holder”). When provisions herein apply to both or either the Company or the Holder, they sometimes are referred to as “Parties” or “Party.”

FIRST AMENDMENT TO COMMON STOCK WARRANT
Purchase Agreement • April 19th, 2016 • Audioeye Inc • Services-prepackaged software

THIS FIRST AMENDMENT dated as of April 18, 2016 (this “Amendment”) to that certain Common Stock Warrant, dated as of October 9, 2015, is entered into by and between AudioEye, Inc., a Delaware corporation (the “Company”), and Anthion Partners II, LLC, a [●] (the “Holder”). When provisions herein apply to both or either the Company or the Holder, they sometimes are referred to as “Parties” or “Party.”

FIRST AMENDMENT TO NOTE AND WARRANT PURCHASE AGREEMENT
Note and Warrant Purchase Agreement • April 19th, 2016 • Audioeye Inc • Services-prepackaged software

THIS FIRST AMENDMENT dated as of April 18, 2016 (this “Amendment”) to that certain Note and Warrant Purchase Agreement, dated as of October 9, 2015, is entered into by and between AudioEye, Inc., a Delaware corporation (the “Company”), and Anthion Partners II, LLC, a [●] (the “Investor”). When provisions herein apply to both or either the Company or the Investor, they sometimes are referred to as “Parties” or “Party.”

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