SI Securities, LLCOffering Agreement • November 6th, 2019 • Miso Robotics, Inc. • New York
ContractSenior Secured Promissory Note • November 6th, 2019 • Miso Robotics, Inc. • New York
THIS NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS IN ACCORDANCE WITH APPLICABLE REGISTRATION REQUIREMENTS OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE, TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
MISO ROBOTICS, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCK Dated as of [_], 2019 Void after the date specified in Section 8Warrant Agreement • November 6th, 2019 • Miso Robotics, Inc. • Delaware
THIS CERTIFIES THAT, for value received, Frank E. Walsh, III, or its registered assigns (the “Holder”), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from Miso Robotics, Inc., a Delaware corporation (the “Company”), Shares (as defined below), in the amounts, at such times and at the price per share set forth in Section 1. The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued in connection with the transactions described in the Note and Warrant Purchase Agreement, dated as of September 30th, 2019, by and among the Company and the Investors described therein (the “Purchase Agreement”). This Warrant is one of the “Warrants” issued pursuant to the Purchase Agreement. Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Purchase Agreement and/or the form of secured promissory
Promotion, Pricing and Guarantee AgreementPromotion, Pricing and Guarantee Agreement • November 6th, 2019 • Miso Robotics, Inc. • California
This Promotion, Pricing and Guarantee Agreement (this “Agreement”) is between CaliBurger Franchisor USA, Inc. (“Franchisor”) and Miso Robotics, Inc. (“Miso”). Franchisor and Miso may be referred to individually as a “Party” or jointly as the “Parties”.
