PLACEMENT AGENT WARRANT WISA TECHNOLOGIES, INC.Placement Agent Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices
THIS PLACEMENT AGENT WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, Maxim Group LLC, 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 February 15, 2023 (the “Initial Exercise Date”) and prior to 5:00 p.m. (New York time) on the date that is five (5) years following the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WISA TECHNOLOGIES, INC., a Delaware corporation (the “Company”), 194,3841 shares of common stock, par value $0.0001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).
ContractWarrant Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices
THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
This Securities Purchase Agreement (as amended, supplemented, restated and/or modified from time to time, this “Agreement”) is entered into as of August 15, 2022, by and between WiSA Technologies, Inc., a Delaware corporation (the “Company”), and [________], a Delaware limited partnership (the “Investor”).
ContractNote Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
SECURITY AGREEMENTSecurity Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices
SECURITY AGREEMENT (this "Agreement"), dated as of August 15, 2022, by and between wisa technologies, Inc., a Delaware corporation (the "Company") and [___________] (the "Secured Party").
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
GUARANTYGuaranty • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
GUARANTY (the "Guaranty"), dated as of August 15, 2022, by WiSA, LLC, a Delaware limited liability company (the "Guarantor") in favor of [___________](the "Lender").
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
This TRADEMARK SECURITY AGREEMENT (this "Trademark Security Agreement") is entered into as of August 15, 2022 by and between WiSA, LLC, a Delaware limited liability company (the "Grantor") and [___________] (the "Secured Party").
PLEDGE AGREEMENTPledge Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices
This PLEDGE AGREEMENT (this "Agreement") is made as of August 15, 2022, by and between WiSA Technologies, Inc., a Delaware corporation (the "Company") and [___________](the "Secured Party").
PATENT SECURITY AGREEMENTPatent Security Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
This PATENT SECURITY AGREEMENT (this "Patent Security Agreement") is entered into as of August 15, 2022 by and between WiSA TECHNOLOGIES, INC., a Delaware corporation (the "Grantor") and [___________] (the "Secured Party").
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • August 19th, 2022 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
This TRADEMARK SECURITY AGREEMENT (this "Trademark Security Agreement") is entered into as of August 15, 2022 by and between WiSA TECHNOLOGIES, INC., a Delaware corporation (the "Grantor") and [___________] (the "Secured Party").
