FORM OF COMMON STOCK PURCHASE WARRANT DUOS TECHNOLOGIES GROUP, INC.Common Stock Purchase Warrant • July 23rd, 2024 • Duos Technologies Group, Inc. • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (this “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 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 DUOS TECHNOLOGIES GROUP, INC., a Florida 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).
FORM OF SECURITY AGREEMENTSecurity Agreement • July 23rd, 2024 • Duos Technologies Group, Inc. • Services-prepackaged software • New York
SECURITY AGREEMENT, dated as of July 22, 2024 (this “Agreement”), made by Duos Technologies Group, Inc., a Florida corporation, with offices located at 7660 Centurion Parkway, Suite 100, Jacksonville, Florida 32256 (the “Company”), and each of the undersigned Subsidiaries of the Company from time to time, if any (each a “Grantor” and together with the Company, collectively, the “Grantors”), in favor of Bleichroeder LP, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the Noteholders (as defined below) party to the Promissory Notes, dated as of July 22, 2024 (as amended, modified, supplemented, extended, renewed, restated or replaced from time to time, the “Notes”).
FORM OF SECURED PROMISSORY NOTESecured Promissory Note • July 23rd, 2024 • Duos Technologies Group, Inc. • Services-prepackaged software • Florida
FOR VALUE RECEIVED, DUOS EDGE AI, INC., a corporation incorporated under the laws of the State of Florida and located at 7600 Centurion Parkway, Suite 100, Jacksonville, Florida 32256 (the “Borrower”), hereby promises to pay to the order of ________________., having an address at c/o Bleichroeder LP, 1345 Avenue of the Americas, 47th Floor, New York, NY 10105, or its successors or assigns (the “Lender”), the principal amount of __________________________ United States Dollars (US$______________) by no later than the date that is December 31, 2025 (the “Maturity Date”) and to pay interest on the principal amount outstanding hereunder at the rate of ten percent (10%) per annum commencing on the date hereof (“Issuance Date”); provided that, upon the occurrence and during the continuance of an Event of Default (as defined below), the interest rate applicable to the outstanding principal amount shall automatically be increased to a rate equal to eighteen (18%) per annum. This Secured Promis
FORM OF GUARANTYGuaranty • July 23rd, 2024 • Duos Technologies Group, Inc. • Services-prepackaged software • New York
This GUARANTY, dated as of July 22, 2024 (this “Guaranty”), is made by the undersigned (the “Guarantor”), in favor of Bleichroeder LP, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the Noteholders party to the Notes (each as defined below).
