COMMON STOCK PURCHASE WARRANT To Purchase 91,477 Shares of Common Stock of SMALL WORLD KIDS, INC.Securities Agreement • October 23rd, 2006 • Small World Kids Inc • Games, toys & children's vehicles (no dolls & bicycles)
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Cambria Capital, LLC (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 91,477 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).
ContractWarrant Agreement • October 23rd, 2006 • Small World Kids Inc • Games, toys & children's vehicles (no dolls & bicycles) • California
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO SMALL WORLD KIDS, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 23rd, 2006 • Small World Kids Inc • Games, toys & children's vehicles (no dolls & bicycles) • California
This Registration Rights Agreement ("Agreement") is entered into as of October 6, 2006 by and among Small World Kids, Inc., a Nevada corporation (the "Company"), and the Purchasers (the "Purchasers") named in that certain Note Purchase Agreement of even date herewith (the "Purchase Agreement") and who have signed the counterpart signature page to this Agreement.
October __, 2006Overadvance Side Letter • October 23rd, 2006 • Small World Kids Inc • Games, toys & children's vehicles (no dolls & bicycles)
NOTE PURCHASE AGREEMENTNote Purchase Agreement • October 23rd, 2006 • Small World Kids Inc • Games, toys & children's vehicles (no dolls & bicycles) • California
