SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “ Agreement ” ) is dated as of

SECURITIES PURCHASE AGREEMENT

Securities Purchase Agreement (this Agreement )

is dated as of November 3, 2017, between ChromaDex Corporation, a

Delaware corporation (the Company ),

and each purchaser identified on the signature pages hereto (each,

including its successors and assigns, a Purchaser

and collectively the Purchasers ).

the terms and conditions set forth in this Agreement, the Company

desires to issue and sell to each Purchaser, and each Purchaser,

severally and not jointly, desires to purchase from the Company,

securities of the Company as more fully described in this

Company and each Purchaser intend to enter into a registration

rights agreement (the Registration Rights

shall provide for, among other things, the terms and conditions

upon which the Shares shall be registered for re-sale under the

THEREFORE, IN CONSIDERATION of the mutual covenants contained in

this Agreement, and for other good and valuable consideration the

receipt and adequacy of which are hereby acknowledged, the Company

and each Purchaser agree as follows:

addition to the terms defined elsewhere in this Agreement, for all

purposes of this Agreement, the following terms have the meanings

set forth in this Section 1.1:

the meaning ascribed to such term in Section 4.4.

shall have the meaning ascribed to such term in Section

means any Person that, directly or indirectly through one or more

intermediaries, controls or is controlled by or is under common

control with a Person, as such terms are used in and construed

under Rule 405 under the Securities Act.

the board of directors of the Company.

except any Saturday, any Sunday, any day which is a federal legal

holiday in the United States or any day on which banking

institutions in the State of New York are authorized or required by

law or other governmental action to close.

occurrence, in a single transaction or in a series of related

transactions, of any one or more of the following events: (i) any

person (as such term is used in Section

13(d) and 14(d) of the Exchange Act (as defined below)) becomes the

owner (as defined in

Rule 13d-3 of the Exchange Act), directly or indirectly, of

securities of the Company representing more than fifty percent

(50%) of the combined voting power of the Company's then outstanding securities other

than by virtue of a merger, consolidation or similar transaction;

(ii) the consummation of a merger or consolidation of the Company

with or into another entity or any other corporate reorganization

(or similar transaction), if more than fifty percent (50%) of the

combined voting power of the continuing or surviving

outstanding immediately after such merger, consolidation or other

reorganization (or similar transaction) is owned by persons who

were not stockholders of the Company immediately prior to such

merger, consolidation or other reorganization; or (iii) the

consummation of a sale, transfer or other disposition of all or

substantially all of the Company's assets.

means the closing of the purchase and sale of the Shares pursuant

date on which the Closing is consummated.

means the United States Securities and Exchange

common stock of the Company, par value $0.001 per share, and any

other class of securities into which such securities may hereafter

be reclassified or changed.

any securities of the Company or the Subsidiaries which would

entitle the holder thereof to acquire at any time Common Stock,

including, without limitation, any debt, preferred stock, right,

option, warrant or other instrument that is at any time convertible

into or exercisable or exchangeable for, or otherwise entitles the

holder thereof to receive, Common Stock.

Cooley LLP, with offices located at 4401 Eastgate Mall, San Diego,

employee benefit plan within the meaning of Section 3(3) of ERISA

whether or not subject to ERISA; (B) stock option plans, stock

purchase plans, bonus or incentive award plans, severance pay

plans, programs or arrangements, deferred compensation arrangements

or agreements, employment agreements, executive compensation plans,

programs, agreements or arrangements, change in control plans,

programs or arrangements, supplemental income arrangements,

vacation plans, and all other employee benefit plans, agreements,

and arrangements, not described in (A) above; and (C) plans or

arrangements providing compensation to employee and non-employee

directors, in each case in which the Company or any ERISA Affiliate

sponsors, contributes to, or provides benefits under or through

such plan, or has any obligation to contribute to or provide

benefits under or through such plan, or if such plan provides

benefits to or otherwise covers any current or former employee,

officer or director of the Company or any ERISA Affiliate (or their

spouses, dependents, or beneficiaries).

any share, capital stock, partnership, limited liability company,

member or similar equity interest or voting right in any Person,

and any option, warrant, right (including conversion, stock

appreciation, put, call, redemption, repurchase or similar rights),

security (including debt securities), commitment, obligation,

agreement or arrangement that is convertible, exchangeable or

exercisable into or for, or give any Person a right to subscribe

for or acquire, or whose value is linked to or based upon, any such

share, capital stock, partnership, limited liability company,

member or similar equity interest or voting right.

means the Employee Retirement Income Security Act of 1974, as

any entity that would have ever been considered a single employer

with the Company under Section 4001(b) of ERISA or part of the same

group as the Company for

purposes of Section 302(d)(3) of ERISA.

the meaning ascribed to such term in Section 3.1(r).

Securities Exchange Act of 1934, as amended, and the rules and

regulations promulgated thereunder.