COMMON STOCK PURCHASE WARRANT OF ELEMENT 21 GOLF COMPANYElement 21 Golf Co • May 23rd, 2006 • Sporting & athletic goods, nec • Delaware
This is to certify that, FOR VALUE RECEIVED, _____________, or his/her/its assigns (“Holder”), is entitled to purchase, subject to the provisions of this Warrant, from Element 21 Golf Company, a Delaware corporation (the “Company”), at an exercise price per share equal to the Per Share Price (as defined below) subject to adjustment as provided in this Warrant (such price as adjusted from time to time in accordance herewith, the “Exercise Price”), such number of shares of the Company’s Common Stock, par value $0.01 per share (“Common Stock”) as shall be equal to the Warrant Exercise Number (as defined below). The shares of Common Stock deliverable upon such exercise, and as adjusted from time to time, are hereinafter sometimes referred to as “Warrant Shares”. The term “Per Share Price” shall mean the lesser of (i) $0.175, or (ii) the ten day trading average of shares of the Common Stock on the OTC Bulletin Board for the ten trading days ending on the day immediately prior to the date of
ELEMENT 21 GOLF COMPANY 10% CONVERTIBLE PROMISSORY NOTEElement 21 Golf Co • May 23rd, 2006 • Sporting & athletic goods, nec • Delaware
FOR VALUE RECEIVED, the undersigned, ELEMENT 21 GOLF COMPANY, a Delaware corporation (the “Borrower”), hereby promises to pay to the order of _____________ (the “Lender”), the principal amount of __________ ($______) on May 14, 2007 (the “Maturity Date”) plus accrued and unpaid interest.
