Escrow Agreement FOR SECURITIES OFFERINGEscrow Agreement • November 23rd, 2021 • Knightscope, Inc. • Communications equipment, nec • Delaware
This Escrow Agreement, effective as of _____________, (“Escrow Agreement”), is by, between and among The Bryn Mawr Trust Company of Delaware, a Delaware Limited Purpose Trust Company and located at 20 Montchanin Rd., Suite 100, Greenville, DE 19807 as Escrow Agent hereunder (“Escrow Agent”); StartEngine Primary, LLC (“Broker”), at 3900 W. Alameda Ave, Suite 1200, Burbank, CA 91505; Digital Offering, LLC (“Managing Broker”) at 1461 Glenneyre Street, Suite D Laguna Beach, CA 92651 and Knightscope, Inc., a Delaware corporation (“Issuer”) located at 1070 Terra Bella Ave, Mountain View, CA 94043.
WARRANT TO PURCHASE SHARES OF SERIES M-3 PREFERRED of KNIGHTSCOPE, INC.Knightscope, Inc. • November 23rd, 2021 • Communications equipment, nec • California
THIS CERTIFIES THAT, for value received, Andrew Brown, or its registered assigns (the "Holder''), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from Knightscope, Inc., a Delaware corporation (the "Company"), 692,571 shares of the Company's Series m-3 Preferred Stock, $0.001 par value per share (the "Shares"), 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 Series m-3 Preferred Stock Purchase Agreement dated as of or about the date hereof between the Company and Holder (the "Purchase Agreement').
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • November 23rd, 2021 • Knightscope, Inc. • Communications equipment, nec • California
This Board of Directors Agreement (“Agreement”) made effective as of ____8/31/2021_______, by and between Knightscope, Inc. 1070 Terra Bella Ave, Mountain View, CA 94043 (the “Company”) and ___Kristi Ross_________________, (“Director”), provides for director services, according to the following terms and conditions. Director acknowledges and understands that the Company intends to retain the services of up to five (5) additional directors at or near the same time as Director is retained and that the Company will seat the entire board in its sole discretion.
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • November 23rd, 2021 • Knightscope, Inc. • Communications equipment, nec • Delaware
This Board of Directors Agreement (“Agreement”) made effective as of the 9/15/2021, by and between Knightscope, Inc. 1070 Terra Bella Ave, Mountain View, CA 94043 (the “Company”) and Linda Keene Solomon (“Director”), provides for director services, according to the following terms and conditions. Director acknowledges and understands that the Company intends to retain the services of up to five (5) additional directors at or near the same time as Director is retained and that the Company will seat the entire board in its sole discretion.
SUBSCRIPTION AGREEMENT Common Stock In Knightscope, Inc.Subscription Agreement • November 23rd, 2021 • Knightscope, Inc. • Communications equipment, nec • Delaware
This Subscription Agreement relates to my/our agreement to purchase _______________ shares of common stock, $0.001 par value per share (the "Shares"), to be issued by Knightscope, Inc., a Delaware corporation (the "Company"), for a purchase price of $[$10] per Share, for a total purchase price of ________________ ("Subscription Price"), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the Final Offering Circular for the sale of the Shares, dated __________________ (the "Circular"). Capitalized terms used but not defined herein shall have the meanings given to them in the Circular.
CONSENT AND OMNIBUS AMENDMENT TO NOTE AND WARRANT PURCHASE AGREEMENT, SUBORDINATED CONVERTIBLE PROMISSORY NOTES AND WARRANTSNote and Warrant Purchase Agreement • November 23rd, 2021 • Knightscope, Inc. • Communications equipment, nec • California
THIS CONSENT AND OMNIBUS AMENDMENT TO NOTE AND WARRANT PURCHASE AGREEMENT, SUBORDINATED CONVERTIBLE PROMISSORY NOTES AND WARRANTS (this “Amendment”) is entered into as of the 18th day of November, 2021, by and among Knightscope, Inc., a Delaware corporation (the “Company”), and Proud Ventures KS LLC, a New Jersey limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Note and Warrant Purchase Agreement referenced below.
