0001493152-16-010770 Sample Contracts

INTERCREDITOR AND COLLATERAL AGENT AGREEMENT

Intercreditor and Collateral Agent Agreement • June 13th, 2016 • Quantumsphere, Inc. • Industrial inorganic chemicals • New York

• Contract Type
  Intercreditor and Collateral Agent Agreement
• Filed
  June 13th, 2016
• Company
  Quantumsphere, Inc.
• Industry
  Industrial inorganic chemicals
• Jurisdiction
  New York

THIS INTERCREDITOR AND COLLATERAL AGENT AGREEMENT (this “Agreement”), is entered into as of June 8, 2016 by and among QuantumSphere, Inc., a Nevada corporation (“Borrower”), FirstFire Global Opportunities Fund LLC (the “Collateral Agent”), and each of the secured parties whose name appears on the signature pages to this Agreement (individually, a “Secured Party” and, collectively, the “Secured Parties”).

NOTE EXCHANGE AGREEMENT

Note Exchange Agreement • June 13th, 2016 • Quantumsphere, Inc. • Industrial inorganic chemicals • New York

• Contract Type
  Note Exchange Agreement
• Filed
  June 13th, 2016
• Company
  Quantumsphere, Inc.
• Industry
  Industrial inorganic chemicals
• Jurisdiction
  New York

This Note Exchange Agreement (this “Agreement”), dated as of June __, 2016, is made by and between QuantumSphere, Inc., a Nevada corporation (the “Company”), and Francis Poli (the “Holder”).

SECURITIES PURCHASE AGREEMENT

Securities Purchase Agreement • June 13th, 2016 • Quantumsphere, Inc. • Industrial inorganic chemicals • New York

• Contract Type
  Securities Purchase Agreement
• Filed
  June 13th, 2016
• Company
  Quantumsphere, Inc.
• Industry
  Industrial inorganic chemicals
• Jurisdiction
  New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June [__], 2016, by and between QUANTUMSPHERE, INC., a Nevada corporation, with headquarters located at 2905 Tech Center Drive, Santa Ana, CA 92705 (the “Company”), and _____________________________, with its address at ___________________________ (the “Buyer”).

INTELLECTUAL PROPERTY SECURITY AGREEMENT

Intellectual Property Security Agreement • June 13th, 2016 • Quantumsphere, Inc. • Industrial inorganic chemicals

• Contract Type
  Intellectual Property Security Agreement
• Filed
  June 13th, 2016
• Company
  Quantumsphere, Inc.
• Industry
  Industrial inorganic chemicals

This Intellectual Property Security Agreement (“IP Security Agreement”), is entered into this 8th day of June, 2016 (the “IP Security Agreement”) by and between QUANTUMSPHERE, INC., a Nevada corporation with its address at 2905 Tech Center Dr., Santa Ana, CA 92705 (the “Borrower”) and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (“Collateral Agent”), on behalf of each of the secured parties listed on the signature page hereto (collectively, the “Secured Parties”).