Exhibit
10.113


 


THIS
WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED
IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.


 


COMMON
STOCK PURCHASE WARRANT


 


clean
energy technologies, Inc.


 


	Warrant
    Shares: 1,500,000	Initial
    Issue Date: July 6, 2020


 


THIS
COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, LGH Investments, LLC, a Wyoming
limited liability company, or its assigns (the “Investor” or 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
Initial Issue Date (the “Initial Exercise Date”) and on or prior to the close of business on the two (two)
year anniversary of the Initial Exercise Date (as subject to adjustment hereunder, the “Termination Date”),
to subscribe for and purchase from Clean Energy Technologies, Inc., a Nevada corporation (the “Issuer” or the
“Company”), up to 1,500,000 shares (as subject to adjustment herein, the “Warrant Shares”)
of common stock, par value of $0.001, of the Company (the “Common Stock”). The purchase price of one share
of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 1.2.


 


ARTICLE
1 EXERCISE RIGHTS


 


The
Holder will have the right to exercise this Warrant to purchase shares of Common Stock as set forth below. Capitalized terms used
and not otherwise defined herein shall have the meanings set forth in that certain Securities Purchase Agreement, dated July 6,
2020 between the Company and the Holder (the “Purchase Agreement”).


 


1.1
Exercise of Warrant. Exercise of the purchase rights represented by this Warrant may be made, in whole or in part, from
and after the Initial Exercise Date, and then at any time, by delivery to the Company (or such other office or agency of the Company
as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company)
of a duly executed facsimile or emailed copy of the Notice of Exercise form annexed hereto. Within three (3) Business Days following
the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable
Notice of Exercise by wire transfer or check drawn on a United States bank unless the cashless exercise procedure specified in
Section 1.3 below is specified in the applicable Notice of Exercise. Partial exercises of this Warrant resulting in purchases
of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number
of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and
the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company
shall deliver any objection to any Notice of Exercise form within seventy-two (72) hours of receipt of such notice. The Holder
and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following
the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any
given time may be less than the amount stated on the face hereof. “Business Day” shall mean any day on which the banks
are open for business in New York, New York.


 




    1


     


    

 


1.2
Exercise Price. The exercise price per share of Common Stock under this Warrant shall be $0.04 (four cents) per share,
subject to adjustment hereunder (the “Exercise Price”).


 


1.3
Cashless Exercise. To the extent this Warrant is not previously exercised, and if the Market Price of one Warrant Share
is greater than the Exercise Price, the Holder may elect to receive Warrant Shares, in lieu of a cash exercise, equal to the value
of this Warrant determined in the manner described below (or of any portion thereof remaining unexercised) by surrender of this
Warrant and a Notice of Exercise, in which event the Company shall issue to Holder a number of Shares computed using the following
formula:


 


X
= Y (A-B)


       A


 


	Where	X
    =	the
    number of Warrant Shares to be issued to Holder.
	 	 	 
	 	Y
    = 	the
    number of Warrant Shares that the Holder elects to purchase under this Warrant (at the date of such calculation).
	 	 	 
	 	A
    =	the
    highest traded price in the five trading days immediately preceding the date on which Holder elects to exercise this Warrant
    by means of a “cashless exercise,” as set forth in the applicable Notice of Exercise;
	 	 	 
	 	B
    =	Exercise
    Price (as adjusted to the date of such calculation).


 


1.4
Delivery of Warrant Shares. Warrant Shares purchased hereunder will be delivered to Holder by 2:30 pm EST within five (5)
Business Days of Notice of Exercise by “DWAC/FAST” electronic transfer (such date, the “Warrant Share Delivery
Date”). For example, if Holder delivers a Notice of Exercise to the Company at 5:15 pm eastern time on Monday January
1st, the Company’s transfer agent must deliver shares to Holder’s broker via “DWAC/FAST” electronic
transfer by no later than 2:30 pm eastern time on Monday, January 8th. The Warrant Shares shall be deemed to have been issued,
and Holder or any other person so designated to be named therein shall be deemed to have become a holder of record of such shares
for all purposes, as of the date of delivery of the Notice of Exercise. Holder may assess penalties or liquidated damages (both
referred to herein as “penalties”) as follows. For each exercise, in the event that shares are not delivered by the
fifth Business Day (inclusive of the day of exercise), the Company shall pay the Holder in cash a penalty of $500 per day for
each day after the fifth Business Day (inclusive of the day of exercise) until share delivery is made. The Company will not be
subject to any penalties once its transfer agent correctly processes the shares to the DWAC system.


 


1.5
Delivery of Warrant. The Holder shall not be required to physically surrender this Warrant to the Company. If the Holder
has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, this Warrant shall automatically
be cancelled without the need to surrender the Warrant to the Company for cancellation. If this Warrant shall have been exercised
in part, the Company shall, at the request of Holder and upon surrender of this Warrant, at the time of delivery of the Warrant
Shares, deliver to the Holder a new Warrant evidencing the rights of the Holder to purchase the unpurchased Warrant Shares called
for by this Warrant, which new Warrant shall in all other respects be identical with this Warrant and, for purposes of Rule 144,
shall tack back to the original date of this Warrant.


 




    2


     


    

 


1.6
Warrant Exercise Rescission Rights. If the Warrant Shares are not delivered by DWAC/FAST electronic transfer or in accordance
with the timeframe stated in Section 1.5, Holder may, at any time prior to selling those Warrant Shares rescind such exercise,
in whole or in part, in which case the Company must, within three (3) days of receipt of notice from the Holder, repay to the
Holder the portion of the exercise price so rescinded and reinstate the portion of the Warrant and equivalent number of Warrant
Shares for which the exercise was rescinded and, for purposes of Rule 144, such reinstated portion of the Warrant and the Warrant
Shares shall tack back to the original date of this Warrant. If Warrant Shares were issued to Holder prior to Holder’s rescission
notice, upon return of payment from the Company, Holder will, within three (3) days of receipt of payment, commence procedures
to return the Warrant Shares to the Company.


 


1.7
Charges, Taxes and Expenses. Issuance of Warrant Shares shall be made without charge to the Holder for any issue or transfer
tax or other incidental expense in respect of the issuance of such shares, all of which taxes and expenses shall be paid by the
Company, and such Warrant Shares shall be issued in the name of the Holder or in such name or names as may be directed by the
Holder. The Company shall pay all transfer agent fees required for same-day processing of any Notice of Exercise.


 


1.8
Holder’s Exercise Limitations. Unless otherwise agreed in writing by both the Company and the Holder, at no time
will the Holder exercise any amount of this Warrant to purchase Common Stock that would result in the Holder owning more than
4.99% of the Common Stock outstanding of the Company (the “Beneficial Ownership Limitation”). Upon the written
or oral request of Holder, the Company shall within twenty-four (24) hours confirm orally and in writing to the Holder the number
of shares of Common Stock then outstanding.


 


1.10
Physical Delivery of Warrant Shares. In the event that the Warrant Shares are required by securities laws to contain a
restrictive legend, then the Holder shall be delivered a physical certificate representing the Warrant Shares within ten (10)
business days, notwithstanding anything contained herein in Sections 1.4, 1.5 and 1.6, which sections shall be deemed inapplicable
to the Warrant exercise being completed by the Holder.


 


ARTICLE
2 ADJUSTMENTS


 


2.1
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or
otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities
payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company
upon exercise of this Warrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines
(including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by
reclassification (or issues by reorganization) of shares of the Common Stock any shares of capital stock of the Company, then
in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common
Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the
number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of
this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged.
Any adjustment made pursuant to this Section 2.1 shall become effective immediately after the record date for the determination
of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date
in the case of a subdivision, combination or reclassification (or reorganization).


 


2.2
[Blank]


 




    3


     


    

 


2.3
Pro Rata Distributions. If the Company, at any time while this Warrant is outstanding, shall distribute to all holders
of Common Stock (and not to the Holder) evidences of its indebtedness or assets (including cash and cash dividends) or rights
or warrants to subscribe for or purchase any security other than the Common Stock, then in each such case the Exercise Price shall
be adjusted by multiplying the Exercise Price in effect immediately prior to the record date fixed for determination of stockholders
entitled to receive such distribution by a fraction of which the denominator shall be the VWAP determined as of the record date
mentioned above, and of which the numerator shall be such VWAP on such record date less the then per share fair market value at
such record date of the portion of such assets or evidence of indebtedness or rights or warrants so distributed applicable to
one outstanding share of the Common Stock as determined by the Board of Directors in good faith. In either case the adjustments
shall be described in a statement provided to the Holder of the portion of assets or evidences of indebtedness so distributed
or such subscription rights applicable to one share of Common Stock. Such adjustment shall be made whenever any such distribution
is made and shall become effective immediately after the record date mentioned above.


 


2.4
Notice to Holder. Whenever the Exercise Price is adjusted pursuant to any provision of this Article 2, the Company shall
promptly notify the Holder (by written notice) setting forth the Exercise Price after such adjustment and any resulting adjustment
to the number of Warrant Shares and setting forth a brief statement of the facts requiring such adjustment.


 


ARTICLE
3 COMPANY COVENANTS


 


3.1
No Adverse Actions. Except and to the extent as waived or consented to by the Holder, the Company shall not by any action,
including, without limitation, amending its certificate of incorporation or through any reorganization, transfer of assets, consolidation,
merger, dissolution, issue or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance
of any of the terms of this Warrant, but will at all times in good faith assist in the carrying out of all such terms and in the
taking of all such actions as may be necessary or appropriate to protect the rights of Holder as set forth in this Warrant against
impairment. Without limiting the generality of the foregoing, the Company will (i) not increase the par value of any Warrant Shares
above the amount payable therefor upon such exercise immediately prior to such increase in par value, (ii) take all such action
as may be necessary or appropriate in order that the Company may validly and legally issue fully paid and non-assessable Warrant
Shares upon the exercise of this Warrant, and (iii) use commercially reasonable efforts to obtain all such authorizations, exemptions
or consents from any public regulatory body having jurisdiction thereof, as may be, necessary to enable the Company to perform
its obligations under this Warrant.


 


ARTICLE
4 MISCELLANEOUS


 


4.1
Representation by the Holder. The Holder, by the acceptance hereof, represents and warrants that it is acquiring this Warrant
and, upon any exercise hereof, will acquire the Warrant Shares issuable upon such exercise, for its own account and not with a
view to or for distributing or reselling such Warrant Shares or any part thereof in violation of the Securities Act or any applicable
state securities law, except pursuant to sales registered or exempted under the Securities Act.


 


4.2
Transferability. Subject to compliance with any applicable securities laws, this Warrant and all rights hereunder (including,
without limitation, any registration rights) are transferable, in whole or in part, by a written assignment of this Warrant duly
executed by the Holder or its agent or attorney. If necessary to obtain a new warrant for any assignee, the Company, upon surrender
of this Warrant, shall execute and deliver a new Warrant or Warrants in the name of the assignee or assignees, as applicable,
and in the denomination or denominations specified in such instrument of assignment, and shall issue to the assignor a new Warrant
evidencing the portion of this Warrant not so assigned, and such new Warrants, for purposes of Rule 144, shall tack back to the
original date of this Warrant. The Warrant, if properly assigned in accordance herewith, may be exercised by a new holder for
the purchase of Warrant Shares without having a new Warrant issued.


 




    4


     


    

 


4.3
Assignability. The Company may not assign this Warrant without prior written consent of the Holder. This Warrant will be
binding upon the Company and its successors, and will inure to the benefit of the Holder and its successors and assigns, and may
be assigned by the Holder to anyone of its choosing without the Company’s approval.


 


4.4
Notices. Any notice required or permitted hereunder must be in writing and either personally served, sent by facsimile
or email transmission, or sent by overnight courier. Notices will be deemed effectively delivered at the time of transmission
if by facsimile or email, and if by overnight courier the Business Day after such notice is deposited with the courier service
for delivery.


 


4.5
Governing Law, Legal Proceedings, and Arbitration. This Warrant will be governed
by, construed and enforced in accordance with the substantive laws of the State of California, without regard to the conflict
of laws principles thereof.


 


Any
action brought by either party against the other arising out of or related to this Warrant, or any other agreements between the
parties, shall be commenced only in the state or federal courts of general jurisdiction located in the State of California, except
that all such disputes between the parties shall be subject to alternative dispute resolution through binding arbitration upon
agreement by parties. The Parties agree that,
in connection with any such arbitration proceeding, each shall submit or file any claim which would constitute a compulsory counterclaim
within the same proceeding as the claim to which it relates. Any such claim that is not submitted or filed in such proceeding
shall be waived and such party will forever be barred from asserting such a claim. The Parties agree to submit to the jurisdiction
of such courts or to such arbitration panel, as the case may be.


 


If
the Investor elects alternative dispute resolution by arbitration, the arbitration proceedings shall be conducted in California
and administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules and Mediation Procedures
in effect on the Initial Issue Date of this Warrant, except as modified by this Warrant. The American Arbitration Association
must receive the demand in writing and signed by both Parties for arbitration prior to the date when the institution of legal
or equitable proceedings would be barred by the applicable statute of limitations, unless legal or equitable proceedings between
the parties have already commenced, and the receipt by the American Arbitration Association of a written demand for arbitration
also shall constitute the institution of legal or equitable proceedings for statute of limitations purposes. The parties shall
be entitled to limited discovery at the discretion of the arbitrator(s) who may, but are not required to, allow depositions. The
parties acknowledge that the arbitrators’ subpoena power is not subject to geographic limitations. The arbitrator(s) shall
have the right to award individual relief which he or she deems proper under the evidence presented and applicable law and consistent
with the parties’ rights to, and limitations on, damages and other relief as expressly set forth in this Warrant. The award
and decision of the arbitrator(s) shall be conclusive and binding on the Parties, and judgment upon the award may be entered in
any court of competent jurisdiction. The Investor reserves the right, but shall have no obligation, to advance the Issuer’s
share of the costs, fees and expenses of any arbitration proceeding, including any arbitrator fees, in order for such arbitration
proceeding to take place, and by doing so will not be deemed to have waived or relinquished its right to seek the recovery of
those amounts from the arbitrator, who shall provide for such relief in the final award, in addition to the costs, fees, and expenses
that are otherwise recoverable. The foregoing agreement to arbitrate shall be specifically enforceable under applicable law in
any court having jurisdiction thereof.


 




    5


     


    

 


4.6
Delivery of Process by Holder to the Company. In the event of any action or proceeding by Holder against the Company, and
only by Holder against the Company, service of copies of summons and/or complaint and/or any other process which may be served
in any such action or proceeding may be made by Holder via U.S. Mail, overnight delivery service such as FedEx or UPS, email,
fax, or process server upon mailing or delivering a copy of such process to the Company at its last known address as set forth
in its most recent SEC filing.


 


4.7
No Rights as Stockholder Until Exercise. This Warrant does not entitle the Holder to any voting rights, dividends or other
rights as a stockholder of the Company prior to the exercise hereof as set forth in Section 1.1. So long as this Warrant is unexercised,
this Warrant carries no voting rights and does not convey to the Holder any “control” over the Company, as such term
may be interpreted by the SEC under the Securities Act or the Exchange Act, regardless of whether the price of the Company’s
Common Stock exceeds the Exercise Price.


 


4.8
Limitation of Liability. No provision hereof, in the absence of any affirmative action by the Holder to exercise this Warrant
to purchase Warrant Shares, and no enumeration herein of the rights or privileges of the Holder, shall give rise to any liability
of the Holder for the purchase price of any Common Stock or as a stockholder of the Company, whether such liability is asserted
by the Company or by creditors of the Company.


 


4.9
Attorney’s Fees. In the event any attorney is employed by either party to this Warrant with regard to any legal or
equitable action, arbitration or other proceeding brought by such party for the enforcement of this Warrant or because of an alleged
dispute, breach, default or misrepresentation in connection with any of the provisions of this Warrant, the prevailing party in
such proceeding will be entitled to recover from the other party reasonable attorneys’ fees and other costs and expenses
incurred, in addition to any other relief to which the prevailing party may be entitled.


 


4.10
Opinion of Counsel. In the event that an opinion of counsel is needed for any matter related to this Warrant, Holder has
the right to have any such opinion provided by its counsel.


 


4.11
Amendment; Waivers. The term “Warrant” and all references thereto, as used throughout this instrument, means
this instrument as originally executed, or if later amended or supplemented, then as so amended or supplemented. No provision
of this Warrant may be waived, modified, supplemented or amended except in a written instrument signed, in the case of an amendment,
by the Company and the Holder, or in the case of a waiver, by the party against whom enforcement of any such waived provision
is sought. No waiver of any default with respect to any provision, condition or requirement of this Warrant shall be deemed to
be a continuing waiver in the future or a waiver of any subsequent default or a waiver of any other provision, condition or requirement
hereof, nor shall any delay or omission of any part to exercise any right hereunder in any manner impair the exercise of any such
right.


 


4.12
Nonwaiver. No course of dealing or any delay or failure to exercise any right hereunder on the part of Holder shall operate
as a waiver of such right or otherwise prejudice the Holder’s rights, powers or remedies.


 


4.13
No Shorting. Holder agrees that so long as this Warrant remains unexercised in whole or in part, Holder will not enter
into or effect any “short sale” of the common stock or hedging transaction which establishes a net short position
with respect to the common stock of the Company. The Company acknowledges and agrees that as of the date of delivery to the Company
of a fully and accurately completed Notice of Exercise, Holder immediately owns the common shares described in the Notice of Exercise
and any sale of those shares issuable under such Notice of Exercise would not be considered short sales.


 




    6


     


    

 


IN
WITNESS WHEREOF, the Company has caused this Warrant to be executed by its officer thereunto duly authorized as of the date first
above indicated.


 


	 	COMPANY:
    CLEAN ENERGY TECHNOLOGIES, INC.
	 	 	 
	 	By:
    	                      
	 	Name:
    	Kambiz
    Mahdi
	 	Title:
    	Chief
    Executive Officer


 


	 	HOLDER:
    LGH INVESTMENTS, LLC
	 	 	 
	 	By:
    	
	 	Name:
    	Lucas
    Hoppel
	 	Title:
    	Managing
    Member


 




    7


     


    

 


NOTICE
OF EXERCISE


 


To:
Clean Energy Technologies, iNC.


 


(1)
The undersigned hereby elects to purchase ________ Warrant Shares of the Company pursuant to the terms of the attached Warrant
(only if exercised in full), and tenders herewith payment of the exercise price in full, together with all applicable transfer
taxes, if any.


 


(2)
Payment shall take the form of (check applicable box):


 


[  ]
in lawful money of the United States; or


 


[  ]
the cancellation of such number of Warrant Shares as is necessary, in accordance with the formula set forth in Section 1.3, to
exercise this Warrant with respect to the maximum number of Warrant Shares purchasable pursuant to the cashless exercise procedure
set forth in Section 1.3.


 


(3)
Please issue a certificate or certificates representing said Warrant Shares in the name of the undersigned or in such other name
as is specified below:


 


_______________________________


 


The
Warrant Shares shall be delivered to the following DWAC Account Number:


 


_______________________________


 


_______________________________


 


_______________________________


 


(4)
Accredited Investor. The undersigned is an “accredited investor” as defined in Regulation D promulgated under
the Securities Act of 1933, as amended.


 


[SIGNATURE
OF HOLDER]


 


Name:
_______________________________________


Date:
________________________________________