SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 4th, 2005 • Small World Kids Inc • Games, toys & children's vehicles (no dolls & bicycles) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 30, 2005 among Small World Kids, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 4th, 2005 • Small World Kids Inc • Games, toys & children's vehicles (no dolls & bicycles)
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 30, 2005, among Small World Kids, Inc., a Nevada corporation (the “Company”), and the purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
10% CONVERTIBLE DEBENTURE DUE SEPTEMBER 30, 2008Small World Kids Inc • October 4th, 2005 • Games, toys & children's vehicles (no dolls & bicycles) • New York
THIS 10% CONVERTIBLE DEBENTURE is one of a series of duly authorized and issued 10% Convertible Debentures of Small World Kids, Inc., a Nevada corporation, having a principal place of business at 5711 Buckingham Parkway, Culver City, CA 90230 (the “Company”), designated as its 10% Convertible Debenture, due September 30, 2008 (this debenture, the “Debenture” and collectively with the other such series of debentures, the “Debentures”).
COMMON STOCK PURCHASE WARRANT To Purchase __________ Shares of Common Stock of SMALL WORLD KIDS, INC.Common Stock Purchase Warrant • October 4th, 2005 • Small World Kids Inc • Games, toys & children's vehicles (no dolls & bicycles)
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (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 Small World Kids, Inc., a Nevada corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “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).
