0001185185-14-001902 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 25th, 2014 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July 21, 2014, between Medbox, Inc., a Nevada 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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CONVERTIBLE DEBENTURE DUE JULY 21, 2015
Medbox, Inc. • July 25th, 2014 • Air-cond & warm air heatg equip & comm & indl refrig equip • New York

THIS 10% CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 10% Convertible Debentures of Medbox, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 8439 West Sunset, Blvd., Suite 101, West Hollywood, CA 90069, designated as its 10% Convertible Debenture due July 21, 2015 (this Debenture, the “Debenture” and, collectively with the other Debentures of such series, the “Debentures”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 25th, 2014 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of July 21, 2014, (the “Effective Date”) between Medbox, Inc., a Nevada corporation (the “Company”), and the persons who have executed the signature page(s) to the Purchase Agreement (each, a “Purchaser” and collectively, the “Purchasers”).

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