Item
1.01 Entry into a Definitive Material Agreement
On
August 18, 2020, Clean Energy Technologies, Inc. (the “Company) entered into a securities purchase agreement (the “Securities
Purchase Agreement”) with LGH Investments, LLC (the “Investor”), pursuant to which the Company issued to the
Investor a convertible promissory note (the “Note”) in the original principal amount of $103,000, a 2 year Warrant
(the “Warrant”) to purchase 1,500,000 shares of the Company’s common stock, par value $.001 per share (the “Common
Stock”) and one million (1,000,000) restricted shares of Common Stock (“Inducement Shares”). The Note carried
an original issue discount of $3,000 with interest of 8% per annum payable at maturity. The Note matures 8 months from the issue
date and is convertible at any time into the Common Stock at a conversion price equal to $0.02 per share, subject to adjustment.
The conversion of the Note is limited to 4.99% of the issued and outstanding shares of the Common Stock unless the market capitalization
falls below $2,000,000 in which case the limitation is increased to 9.99%. If an event of default occurs, the conversion price
changes to the lesser of (a). $0.02 (two) cents or (b) 70% of the lowest traded price in the prior fifteen trading days immediately
preceding a notice of conversion. In the event that the Company issues a convertible note on more favorable terms the terms of
the Note will be revised to reflect such terms. The Note has amortization payments of $15,143.50 commencing 60 days after the
Issue Date and each 30 days thereafter.
The
Warrant has an exercise price of $0.04 per share, have a term of two years, and may be exercised on a cashless basis. The exercise
price and number of shares subject to purchase under the Warrant are subject to adjustment for certain corporate actions.
The
foregoing descriptions of the terms of the Securities Purchase Agreement, Note and Warrant does not purport to be complete and
are qualified in their entirety by reference to the full text of the Securities Purchase Agreement, Note and Warrant attached
hereto as Exhibits 10.114, 10.115 and 10.116, respectively.
On July 15, 2020 Clean Energy Technologies, Inc. (the “Company”)
entered into a Securities Purchase Agreement with PowerUp Lending Group Ltd. (“PowerUp”) for the purchase of a Convertible
Promissory Note in the aggregate principal amount of $128,000 (the “PowerUp Note”) carrying an interest rate of 11%
and due on July 15, 2021. The purchase price on the PowerUp Note was $128,000 with the Company paying for expenses of $3,000. The
funds received by the Company on October 30, 2019.
The PowerUp Note may be converted at any time after 180 days from
the issue date into shares of Company’s Common Stock at a price equal to 65% of the lowest two day average closing bid price
of the Company’s Common Stock during the 15 consecutive Trading Days prior to the date on which Holder elects to convert
all or part of the Power Up Note, subject to adjustment for certain penalties. The PowerUp Note may be converted to up to a maximum
of 4.99% of the issued and outstanding Common Stock of the Company and permits the Company to pre-pay its obligations at a premium
prior to maturity.
The Company is required to reserve six times the number of shares
of its Common Stock issuable on full conversion of the Power Up Note (initially 58,783,008 shares).
The foregoing description
of the terms of the foregoing transactions does not purport to be complete and is qualified in its entirety by the complete text
of the documents attached as, respectively, Exhibits 10.117 through 10.118 to this Current Report on Form 8-K.