SPECTRAL CAPITAL CORPORATION
RESTRICTED STOCK AND WARRANT PURCHASE AGREEMENT
This Restricted Stock Purchase Agreement (the “ Agreement ”) is made as of August 18, 2010 (the “
Effective Date ”) by and between Spectral Capital Corporation, a Nevada corporation (the “ Company ”),
and Trafalgar Wealth Managment Ltd. (the “ Purchaser ”).
In consideration of the mutual covenants and representations set forth below, the Company and the
Purchaser agree as follows:
1. Purchase and Sale of the Shares . Subject to the terms and conditions of this Agreement, the
Company hereby agrees to sell to Purchaser and Purchaser agrees to purchase from the Company at the
Closing (as defined below) fifty million (50,000,000) shares of the Company’s Common Stock (the “ Shares
”) at a price of $0.001 per share and the right to purchase (the “ Purchase Price ”), for an aggregate
purchase price of seven thousand five hundred dollars ($50,000) (the “ Aggregate Purchase Price ”). In
addition to the Shares, the Purchaser is also hereby issued warrants to purchase 10,000,000 of the
Company’s common shares at a price of $1.00 per share for a period of 24 months, subject to the terms and
conditions contained in this Agreement (“Warrants”).
2. Closing . The purchase and sale of the Shares shall occur at a closing (the “ Closing ”) to be
held on the date first set forth above, or at any other time mutually agreed upon by the Company and the
Purchaser. The Closing will take place at the principal office of the Company or at such other place as shall
be designated by the Company. After the Closing, the Company will issue, as promptly thereafter as
practicable, a stock certificate, registered in the name of the Purchaser, reflecting the Shares.
3. Repurchase Option .
A. Repurchase Option. In the event that the Purchaser fails to exercise for cash at least
$1,000,000 of the Warrants, the Company shall, from such time (as determined by the Company