SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 23rd, 2018 • Ocean Thermal Energy Corp • Electric & other services combined • Kansas
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 16, 2018, by and between OCEAN THERMAL ENERGY CORPORATION, a Nevada corporation, with headquarters located at 800 South Queen Street, Lancaster, PA 17603 (the “Company”), and L2 CAPITAL, LLC, a Kansas limited liability company, with its address at 8900 State Line Rd., Suite 410, Leawood, KS 66206 (the “Buyer”).
COMMON STOCK PURCHASE WARRANT OCEAN THERMAL ENERGY CORPORATIONCommon Stock Purchase Warrant • February 23rd, 2018 • Ocean Thermal Energy Corp • Electric & other services combined • Kansas
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the funding of the purchase price of $100,000.00, with respect to the first tranche of $121,111.000 issuance of that certain senior secured promissory note in the original principal amount of $565,555.00 on February 16, 2018 by the Company (as defined below) to the Holder (as defined below)) (the “Note”), L2 Capital, LLC, a Kansas limited liability company (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from Ocean Thermal Energy Corporation, a Nevada corporation (the “Company”), up to 242,222 shares of Common Stock (as defined below) (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) (with the understanding that
SECURITY AGREEMENTSecurity Agreement • February 23rd, 2018 • Ocean Thermal Energy Corp • Electric & other services combined • Kansas
THIS SECURITY AGREEMENT (this "Agreement"), is entered into as of February 16, 2018, by and between Ocean Thermal Energy Corporation, a Nevada corporation (the "Borrower"), and L2 Capital, LLC, a Kansas limited liability company (the "Secured Party" or "Secured Parties"). All capitalized terms not otherwise defined herein shall the meanings ascribed to them in that certain Securities Purchase Agreement and Note (as defined below) by and between Borrower and the Secured Party of even date (the "Note Purchase Agreement").
