WARRANT EXTENSION AGREEMENT
Exhibit 9
This WARRANT
EXTENSION AGREEMENT, dated as of April 5, 2022 (this “Extension”), is by and between UAS Drone Corp., a Nevada corporation (the “Company”) and those warrant holders listed on Annex A (the “Holders”).
W I T N E S S E T H
WHEREAS, the
parties hereto have heretofore entered into a Securities Purchase Agreement, dated May 11, 2021, whereby the Holders purchase certain common stock purchase warrants (the “Warrants”);
and
WHEREAS, the
Company and the Holders wish to amend the Warrants to extend their termination date on the terms set forth herein.
NOW, THEREFORE,
the parties hereto, in consideration of the mutual promises herein contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby agree to amend the Agreement as follows:
1. Definitions; References; Continuation of Agreement. Unless otherwise specified herein, each term
used herein that is defined in the Warrant shall have the meaning assigned to such term in the Warrant. Each reference to “hereof,” “hereto,” “hereunder,” “herein” and “hereby” and each other similar reference, and each reference to “this Warrant”
and each other similar reference, contained in the Warrant shall from and after the date hereof refer to the Warrant as amended hereby. Except as amended hereby, all terms and provisions of the Warrant shall continue unmodified and remain in full
force and effect.
2. Extension.
The Warrant Exercise Term is hereby amended such that the term of the warrant will be extended from eighteen (18) months to thirty (30) months and the Warrants shall now expire on November 11, 2023.
3. Counterparts.
This Extension may be executed in two or more counterparts, all of which when taken together shall be considered one and the same agreement and shall become effective when counterparts have been signed by each party and delivered to the
other party, it being understood that both parties need not sign the same counterpart. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf” format data file, such signature shall create a valid
and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or “.pdf” signature page were an original thereof.
4. Governing Law.
This Extension shall be governed by and construed in accordance with the laws of the State of New York.
[signature page follows]
IN WITNESS WHEREOF, the parties hereto have caused this Extension to be duly executed on the date first above written.
|
|
UAS DRONE CORP.
By: /s/ Xxxxxx Xxxxxxx
Name: Xxxxxx Xxxxxxx
Title: CEO
April 5, 2022
|
[signature page continues]
IN WITNESS WHEREOF, the parties hereto have caused this Extension to be duly executed on the date first above written.
|
|
HOLDER:
More co-invest (L.P), Limited partnership
By: /s/ Dor Xxxxxxxxx Xxxx
Name: Dor Xxxxxxxxx Xxxx
Title: Managing Director
|
Annex A
Holders
|
Holder
|
Warrants
|
|
MORE PROVIDENT FUND LTD
|
10,000,000
|
|
More co-invest (L.P), Limited partnership
|
1,250,000
|
|
Danon Fund LTD
|
225,000
|
|
Xxxxx Xxxx
|
300,000
|
|
Xxxxx Xxxxxxxxxxx
|
180,000
|
|
Neor El-Hay
|
180,000
|
|
Ori Raam
|
180,000
|
|
Xxxxxxxx Xxxxxxxxxx
|
185,000
|
|
Total:
|
12,500,000
|
