SERIES C COMMON STOCK PURCHASE WARRANTSecurity Agreement • April 15th, 2011 • H & H Imports, Inc. • Services-motion picture & video tape production
THIS SERIES C COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Octagon Capital Partners 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 the close of business on the three year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from H & H Imports, Inc., a Florida corporation (the “Company”), up to 1,875,000 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 DEBENTURE DUE DECEMBER 1, 2011Convertible Security Agreement • April 15th, 2011 • H & H Imports, Inc. • Services-motion picture & video tape production • New York
THIS CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Convertible Debentures of H & H Imports, Inc., a Florida, (the “Company”), having its principal place of business at 14044 Icot Boulevard, Clearwater, Florida 33768, designated as its Convertible Debenture due December 1, 2011 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 15th, 2011 • H & H Imports, Inc. • Services-motion picture & video tape production • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 8, 2011, between H & H Imports, Inc., a Florida corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
