COMMON STOCK PURCHASE WARRANT GREENWAVE TECHNOLOGY SOLUTIONS, INC.Common Stock Purchase Warrant • June 11th, 2024 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received by the Company, [ ] or his, her or its assigns (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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for from Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The subscription price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 6th, 2021 • MassRoots, Inc. • Services-computer programming, data processing, etc.
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 29, 2021, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 11th, 2024 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 10, 2024, between Greenwave Technology Solutions, Inc., 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”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 24th, 2019 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 16, 2019, by and between MASSROOTS, INC., a Delaware corporation, with its address at 7083 Hollywood Blvd, Office 4084, Los Angeles, CA 90028 (the “Company”), and [__], with its address at [__] (the “Buyer”).
COMMON STOCK PURCHASE WARRANT GREENWAVE TECHNOLOGY SOLUTIONS, INC.Common Stock Purchase Warrant • September 16th, 2022 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [ ], 20271 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), up to [•] shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 9th, 2018 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 5, 2018, between MassRoots, Inc. 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”).
COMMON STOCK PURCHASE WARRANT MassRoots, Inc.Common Stock Purchase Warrant • July 9th, 2018 • MassRoots, Inc. • Services-computer programming, data processing, etc.
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, __________ or its assigns (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 July 5, 2018 (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from MassRoots, Inc., a Delaware corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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 2(b).
CONVERTIBLE SECURED PROMISSORY NOTE DUE JULY 5, 2018Convertible Security Agreement • July 9th, 2018 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
THIS CONVERTIBLE SECURED PROMISSORY NOTE is one of a series of duly authorized and validly issued Convertible Secured Promissory Notes of MassRoots, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 2420 17th Street, Office 3118, Denver, Colorado 80202, designated as its Convertible Secured Promissory Note due January 5, 2019 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENT*Securities Purchase Agreement • December 18th, 2020 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of ________________, 2020, between MassRoots, Inc., a Delaware corporation (the “Company”), and ___________ (the “Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 3rd, 2023 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 31, 2023, is by and among Greenwave Technology Solutions, Inc., a Delaware corporation with offices located at 4016 Raintree Rd, Ste 300, Chesapeake, VA 23321 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
SECURITY AGREEMENTSecurity Agreement • March 18th, 2016 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
This SECURITY AGREEMENT, dated as of March [__], 2016 (this “Agreement”), is among MassRoots, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s Convertible Secured Promissory Notes due 6 months following their issuance, in the original aggregate principal amount of [ ] (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT GREENWAVE TECHNOLOGY SOLUTIONS, INC.Placement Agent Agreement • June 11th, 2024 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices • New York
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received by the Company, [ ] or his, her or its assigns (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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for from Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The subscription price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain Engagement Letter, dated as of June 3, 2024, by and between the Company and Dawson James Securities, Inc.
Securities Purchase AgreementSecurities Purchase Agreement • December 20th, 2018 • MassRoots, Inc. • Services-computer programming, data processing, etc. • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of December 17, 2018, is entered into by and between MassRoots, Inc., a Delaware corporation (“Company”), and (“Investor”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT GREENWAVE TECHNOLOGY SOLUTIONS, inc.Placement Agent Common Stock Agreement • August 22nd, 2023 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received_____________, or its assigns (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 Issue Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the later of (i) [*], 20291 and (ii) the date Stockholder Approval is obtained ((i) or (ii), as applicable, the “Termination Date”) but not thereafter, to subscribe for and purchase from Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), up to _____________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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 2(b). This Warrant is issued pursuant to that certain Engagement Agreement, by and between the Company and Dawson James Secu
COMMON STOCK PURCHASE WARRANT GREENWAVE TECHNOLOGY SOLUTIONS, INC.Common Stock Purchase Warrant • May 20th, 2024 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received by the Company, _____ or its assigns (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 date of the Stockholder Approval (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for from Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
COMMON STOCK PURCHASE WARRANT GREENWAVE TECHNOLOGY SOLUTIONS, INC.Security Agreement • December 6th, 2021 • MassRoots, Inc. • Services-computer programming, data processing, etc.
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 30, 20261 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 6th, 2021 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 29, 2021, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”), and the Collateral Agent (as defined below).
Security AgreementSecurity Agreement • December 20th, 2018 • MassRoots, Inc. • Services-computer programming, data processing, etc. • Utah
This Security Agreement (this “Agreement”), dated as of December 17, 2018, is executed by MassRoots, Inc., a Delaware corporation (“Debtor”), in favor of (“Secured Party”).
ContractConvertible Note • April 21st, 2020 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.
SECURITY AGREEMENTSecurity Agreement • July 9th, 2018 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
This SECURITY AGREEMENT, dated as of July 5, 2018 (this “Agreement”), is among MassRoots, Inc., a Delaware corporation (the “Company” or the “Debtor”), and the holders of the Company’s Convertible Secured Promissory Notes due six (6) months following their issuance, in the aggregate principal amount of $1,650,000 (which includes a 10% original issuance discount) (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (each a “Secured Party” and collectively, the “Secured Parties”).
INDENTURE Dated as of ____________, 20__ Between Greenwave Technology Solutions, Inc. as Issuer And as Trustee Debt SecuritiesIndenture • April 26th, 2023 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices • New York
INDENTURE dated as of __________, 20___, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), as issuer, and [_______________], a [__________] banking corporation, as Trustee (the “Trustee”).
MASSROOTS, INC, SUBSCRIPTION AGREEMENT $475,000 Of The Company’s Two-Year Secured Convertible Debentures and Warrants to Purchase Shares of Common Stock SUBSCRIPTION PROCEDURESSubscription Agreement • April 23rd, 2014 • MassRoots, Inc. • Services-computer programming, data processing, etc. • Massachusetts
Convertible Debentures (the “Debentures”) and Warrants to Purchase Common Stock (“Warrants”, together with the Debentures, the “Securities”) of MassRoots, Inc., Delaware corporation (the “Company”) are being offered pursuant to this Subscription Agreement (this “Subscription Agreement”). This “Offering” is being made in accordance with the exemptions from registration provided under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) and Rule 506(b) of Regulation D promulgated under the Securities Act.
COMMON STOCK PURCHASE WARRANT GREENWAVE TECHNOLOGY SOLUTIONS, INC.Common Stock Purchase Warrant • March 18th, 2024 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received by the Company, _____ or its assigns (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 Stockholder Approval Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for from Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The subscription price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
DEBENTURE REGISTRATION RIGHTS AGREEMENTDebenture Registration Rights Agreement • June 13th, 2014 • MassRoots, Inc. • Services-computer programming, data processing, etc. • Massachusetts
THIS DEBENTURE REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 18, 2014, by and between MassRoots, Inc., a Delaware corporation (the “Company”), and the undersigned (the “Holder”). The Company and the Holder are hereinafter sometimes collectively referred to as the “Parties” and each a “Party” to this Agreement.
FINANCIAL ADVISOR COMMON STOCK PURCHASE WARRANT GREENWAVE TECHNOLOGY SOLUTIONS, INC.Security Agreement • April 22nd, 2024 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices
THIS FINANCIAL ADVISOR COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received by the Company, _____ or its assigns (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 date of the Stockholder Approval (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for from Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain Financial Advisory Agreement, dated as of April 22, 2024, by and between the Company and Dawson James Securi
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • December 6th, 2021 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
PLEDGE AND SECURITY AGREEMENT, dated as of November 30, 2021 (this “Agreement”), made by Greenwave Technology Solutions, Inc. (f/k/a MassRoots Inc.), a Delaware corporation (the “Company”), and each subsidiary of the Company signatory hereto (together with the Company and each other Person that executes a joinder and becomes a “Grantor” hereunder, each a “Grantor” and, collectively, the “Grantors”), in favor of Empery Tax Efficient, LP, in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the Purchasers (as defined below) party to the Securities Purchase Agreement, dated as of November 29, 2021 (as amended, restated or otherwise modified from time to time, the “Securities Purchase Agreement”).
MEMBERSHIP AGREEMENT HI GLEN BONILLA Please review your Membership Details below. If you have any questions or concerns, please don't hesitate to reach out to us at hollywood@wework.com PRIMARY MEMBER INFORMATION MassRoots Primary member: Glen Bonilla...Membership Agreement • July 27th, 2018 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
WeWork Hollywood 4084 • 3 person office $1,650.00 /mo Start Date: August 1, 2018 Commitment term: 1 month Additional Fees Setup Fee $300.00 Conference room credits 22 total credits per month ending on July 31, 2018. 16 total credits per month starting on August 1, 2018. Print credits 720 total black & white prints and 120 total color prints per month ending on July 31, 2018. 360 total black & white prints and 60 total color prints per month starting on August 1, 2018.
FINANCIAL ADVISORY COMMON STOCK PURCHASE WARRANT GREENWAVE TECHNOLOGY SOLUTIONS, INC.Security Agreement • May 20th, 2024 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices
THIS FINANCIAL ADVISORY COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received by the Company, _____ or its assigns (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 date of the Stockholder Approval (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for from Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain Financial Advisory Agreement, dated as of May 16, 2024, by and between the Company and Dawson James Securit
AGREEMENT AND PLAN OF MERGERMerger Agreement • October 6th, 2021 • MassRoots, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September __, 2021, is entered into by and among MassRoots, Inc., a Delaware corporation (“Parent”), Empire Merger Corp., a Delaware corporation (“Merger Sub”), Empire Services, Inc., a Virginia corporation (“Company”), and Danny Meeks, the sole shareholder of the Company (the “Stockholder”).
employment agreementEmployment Agreement • December 28th, 2016 • MassRoots, Inc. • Services-computer programming, data processing, etc. • Colorado
THIS EMPLOYMENT AGREEMENT, made and entered into as of December 21st, 2016, by and between MassRoots, Inc. (the “Company”), and George Robert “Bob” Pullar (the “Employee”).
employment agreementEmployment Agreement • October 6th, 2021 • MassRoots, Inc. • Services-computer programming, data processing, etc. • Colorado
THIS EMPLOYMENT AGREEMENT (this “Agreement”), made and entered into as of September 30, 2021 (the “Effective Date”), by and between MassRoots, Inc. (the “Company”) and Danny Meeks (the “Executive”).
EXCHANGE AGREEMENTExchange Agreement • May 16th, 2024 • Greenwave Technology Solutions, Inc. • Wholesale-metals service centers & offices • New York
This Exchange Agreement (“Agreement”) is entered into as of May 10, 2024 by and between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and the noteholder whose signature appears on the signature page hereto (“Holder”).
massroots, inc. Convertible NoteConvertible Note • September 4th, 2020 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
FOR VALUE RECEIVED, MassRoots, Inc. a Delaware corporation (the “Company”), hereby promises to pay to the order of [ ] or its registered assigns (the “Holder”) the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the “Principal”) when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest (“Interest”) on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the “Issuance Date”) until the same becomes due and payable, upon the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof).
NOTICE TO RESIDENTS OF THE UNITED STATESSimple Agreement for Future Tokens • February 14th, 2018 • MassRoots, Inc. • Services-computer programming, data processing, etc.
This Amendment and Restated Simple Agreement for Future Tokens (the “SAFT”) dated as of February 13, 2018 is entered into between by and among MassRoots, Inc., a Delaware corporation (the “Company”), MassRoots Blockchain Technologies, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“MassRoots Blockchain”) and [ ] (the “Purchaser”).
EXCHANGE AGREEMENTExchange Agreement • April 21st, 2020 • MassRoots, Inc. • Services-computer programming, data processing, etc. • New York
This Exchange Agreement (this “Agreement”), dated as of December [ ], 2019, is made by and among MassRoots, Inc., a Delaware corporation (the “Company”), and each of the holders of the Exchange Securities (as defined below) signatory hereto (each a “Holder”).
