LEASE AGREEMENTLease Agreement • May 21st, 2019 • Knightscope, Inc. • Communications equipment, nec • Minnesota
This Lease Agreement, dated February 8, 2019 by and between FARNAM STREET FINANCIAL, INC. (the "Lessor") with an office located at 5850 Opus Parkway, Suite 240, Minnetonka, MN 55343 and Knightscope, Inc. (the "Lessee") with an office located at 1070 Terra Bella Avenue, Mountain View, CA, 94043.
DRAFT; SUBJECT TO MAXIM GROUP COMMITMENT COMMITTEE APPROVALKnightscope, Inc. • May 21st, 2019 • Communications equipment, nec • New York
This letter confirms our agreement that Knightscope, Inc., a Delaware corporation (collectively with its owned or controlled subsidiaries, the “Company”) has engaged Maxim Group LLC (together with its owned or controlled subsidiaries, the “Placement Agent”) to act as the Company’s exclusive Placement Agent for all online retail investor transactions within the United States in accordance with Regulation D of the Act (as defined below), as set forth herein in connection with the Company’s proposed private placement (the “Offering”) of Series S Preferred Stock (the “Securities”) of the Company.
KNIGHTSCOPE, INC. SERIES S PREFERRED STOCK SUBSCRIPTION AGREEMENTPreferred Stock Subscription Agreement • May 21st, 2019 • Knightscope, Inc. • Communications equipment, nec • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
AMENDMENT TO THE LETTER AGREEMENTThe Letter Agreement • May 21st, 2019 • Knightscope, Inc. • Communications equipment, nec
This AMENDMENT, dated April 4, 2019, (the "Amendment") is an amendment to the Letter Agreement (the "Agreement"), dated as of March 12, 2019, by and between Knightscope, Inc. (the “Company”) and Maxim Group LLC (together with its owned or controlled subsidiaries, the “Placement Agent”).
ESCROW AGREEMENTEscrow Agreement • May 21st, 2019 • Knightscope, Inc. • Communications equipment, nec • New York
THIS ESCROW AGREEMENT, dated as of April 2, 2018 (“Escrow Agreement”), is by and between Maxim Group LLC (“Placement Agent”); Knightscope, Inc. (the “Company”); Corporate Stock Transfer, Inc., as Escrow Manager hereunder (“Escrow Manager” and, together with Placement Agent and the Company, the “Parties”) and Collegiate Peaks Bank (“Escrow Agent”),
MONTHLY LEASE CHARGE ADJUSTMENTKnightscope, Inc. • May 21st, 2019 • Communications equipment, nec
This Lease Schedule is intended to be a fixed rate lease during the installation period and from the Commencement Date to the end of the initial term. The three-year treasury rate is an integral part of calculating the Monthly Lease Charge for this Lease Schedule. The Lessor and Lessee agree that the Monthly Lease Charge shall be fixed upon execution of this Lease and that should the three year treasury note increase between the execution of this Lease Schedule and the Commencement Date, the Monthly Lease Charge will be adjusted on the Commencement Date to reflect such increase and will then be fixed for the initial term of this Lease Schedule.
