WARRANT TO PURCHASE CLASS A COMMON UNITSWarrant Agreement • January 22nd, 2016 • AWA Group LP • Investment advice • Delaware
This Certifies That, for value received, [●] (including any permitted and registered assigns, the “Holder”), is entitled to purchase from AWA Group LP, a Delaware limited partnership (the “Partnership”), up to [●] Class A Common Units of the Partnership (the “Warrant Units”) at the Exercise Price then in effect. This Warrant to Purchase Class A Common Units (this “Warrant”) is issued by the Partnership as of the date hereof pursuant to that certain Subscription Agreement by the Partnership and Holder dated [●] (the “Subscription Agreement”). For purposes of this Warrant, the term “Exercise Price” shall mean $12.00 per Warrant Share, subject to adjustment as provided herein, and the term “Exercise Period” shall mean the period commencing on the two-year anniversary of the Issuance Date and ending on 5:00 p.m. New York time on the five-year anniversary of the Issuance Date.
ESCROW AGREEMENTEscrow Agreement • January 22nd, 2016 • AWA Group LP • Investment advice
WHEREAS, AWA Group LP, a Delaware limited partnership (“AWA”), is in the process of offering for sale certain Class A Common Units of AWA, together with warrants to purchase additional Class A Common Units, at offering price of $14.00 per Class A Common Unit, pursuant to the terms and conditions of the Offering set forth in an Offering Statement of AWA filed with the U.S. Securities and Exchange Commission (File No. 024-10460) (the “Offering”);
AWA Group LP Rocky Mount, NC 27804 SUBSCRIPTION AGREEMENT OFFERING OF UP TO 1,428,572 CLASS A COMMON UNITSSubscription Agreement • January 22nd, 2016 • AWA Group LP • Investment advice • 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 THIS 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.
