CRWG CrowdGather Inc (PK)

Item 1.01 Entry into a Material Definitive Agreement 

On June 7, 2016, CrowdGather, Inc. (the "Company" or "we") entered into a subscription agreement and issued a Convertible Promissory Note ("Note") with an aggregate principal amount of $50,000 to Vinay Holdings ("Vinay"). On June 7, 2016, the Note was funded and the Company received $50,000. The Note bears interest at the rate of 12% per annum and matures 90 days following June 7, 2016.  On the 90 ^th day the balance of the note will be converted to common stock of the Company at $0.01 or a market adjusted price in certain circumstances.  In addition to the common stock issued upon conversion Vinay also received warrants in an amount of 50% of the amount of common shares of the Company converted, such warrants expiring three years from the date of issuance, at an exercise price of $.03 per share.

On June 7, 2016, CrowdGather, Inc. (the "Company" or "we") entered into a subscription agreement and issued a Convertible Promissory Note ("Note") with an aggregate principal amount of $75,000 to an investor ("Investor"). On June 7, 2016, the Note was funded and the Company received $75,000. The Note bears interest at the rate of 12% per annum and matures 90 days following June 7, 2016.  On the 90 ^th day the balance of the note will be converted to common stock of the Company at $0.01 or a market adjusted price in certain circumstances.  In addition to the common stock issued upon conversion the investor also received warrants in an amount of 50% of the amount of common shares of the Company converted, such warrants expiring three years from the date of issuance, at an exercise price of $.03 per share.

The foregoing descriptions of the subscription agreements and notes issued by the Company is qualified in its entirety by reference to the full text of the form Note and related Subscription Agreement, which are included as exhibits to this Current Report on Form 8-K and are incorporated by reference.