0000899797-04-000220 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 3rd, 2004 • DDS Technologies Usa Inc • Special industry machinery, nec • New York

This Securities Purchase Agreement (this "Agreement") is dated as of May 28, 2004, among DDS Technologies USA, Inc., a Nevada corporation (the "Company"), and the purchasers identified on the signature pages hereto (each a "Purchaser" and collectively the "Purchasers").

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 3rd, 2004 • DDS Technologies Usa Inc • Special industry machinery, nec • New York

This Registration Rights Agreement (this "Agreement") is made and entered into as of May 28, 2004, by and among DDS Technologies USA, Inc., a Nevada corporation (the "Company"), and the investors signatory hereto (each a "Purchaser" and collectively, the "Purchasers").

COMMON STOCK PURCHASE WARRANT To Purchase __________ Shares of Common Stock of DDS Technologies USA, Inc.
Securities Agreement • June 3rd, 2004 • DDS Technologies Usa Inc • Special industry machinery, nec

THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") CERTIFIES that, for value received, _____________ (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 May 28, 2004 (the "Initial Exercise Date") and on or prior to the close of business on May 27, 2007 (the "Termination Date") but not thereafter, to subscribe for and purchase from DDS Technologies USA, Inc., a corporation incorporated in the State of Nevada (the "Company"), up to ____________ shares (the "Warrant Shares") of Common Stock, par value $0.0001 per share, of the Company (the "Common Stock"). The purchase price of one share of Common Stock (the "Exercise Price") under this Warrant shall be $3.75, subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein. Capitalized terms used and not otherwise defined herein shal

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