ContractKnow Labs, Inc. • February 29th, 2024 • Measuring & controlling devices, nec • Nevada
THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 29th, 2024 • Know Labs, Inc. • Measuring & controlling devices, nec • Nevada
This Securities Purchase Agreement (as amended, supplemented, restated and/or modified from time to time, this “Agreement”) is entered into as of February 27, 2024, by and between Know Labs, Inc., a Nevada corporation (the “Company”), and Lind Global Fund II LP, a Delaware limited partnership (the “Investor”).
ContractCommon Stock Purchase Warrant • February 29th, 2024 • Know Labs, Inc. • Measuring & controlling devices, nec
THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
GUARANTYGuaranty • February 29th, 2024 • Know Labs, Inc. • Measuring & controlling devices, nec • Nevada
GUARANTY (the "Guaranty"), dated as of February 27, 2024, by PARTICLE, INC., a Nevada corporation (the "Guarantor"), in favor of LIND GLOBAL FUND II LP (the "Lender").
SECURITY AGREEMENTSecurity Agreement • February 29th, 2024 • Know Labs, Inc. • Measuring & controlling devices, nec
SECURITY AGREEMENT (this "Agreement"), dated as of February 27, 2024, by and among KNOW LABS, INC., a Nevada corporation (the "Company"), the Guarantor (as defined below) and LIND GLOBAL FUND II LP (the "Secured Party").
