HEALTHWAREHOUSE.COM, INC. WARRANT TO PURCHASE 6,250,000 SHARES OF COMMON STOCK (SUBJECT TO ADJUSTMENT)Warrant Agreement • December 17th, 2009 • HealthWarehouse.com, Inc. • Retail-drug stores and proprietary stores • New York
This certifies that for value, HWH Lending, LLC or its registered assigns (the “Holder”), is entitled, subject to the terms set forth below, at any time from and after the date hereof (the “Original Issuance Date”) and before 5:00 p.m., Eastern Time, on December 15, 2014 (the fifth anniversary of the Original Issuance Date (the “Expiration Date”), to purchase from Healthwarehouse.com, Inc., a Delaware corporation (the “Company”), 6,250,000 shares (subject to adjustment as described herein), of common stock, par value $0.001 per share, of the Company (the “Common Stock”), upon surrender hereof, at the principal office of the Company referred to below, with a duly executed subscription form in the form attached hereto as Exhibit A and simultaneous payment therefor in lawful, immediately available money of the United States or otherwise as hereinafter provided, at an initial exercise price per share of $0.08 (the “Purchase Price”). The Purchase Price and the number of shares of Common Sto
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 17th, 2009 • HealthWarehouse.com, Inc. • Retail-drug stores and proprietary stores • New York
This LOAN AND SECURITY AGREEMENT is dated as of December 15, 2009, by and between Healthwarehouse.com, Inc., a Delaware corporation (“Parent”), HWAREH.com, Inc., a Delaware corporation (“Subsidiary” and, with Parent, each a “Borrower”) and HWH Lending LLC, a Delaware limited liability company, as lender (“Lender”).
