THIS WARRANT IS VOID AFTER 11:59 P.M., EASTERN TIME, DECEMBER 27, 2021 ARCIMOTO, INC. Warrant To Purchase Common StockWarrant to Purchase Common Stock • December 28th, 2018 • Arcimoto Inc • Motorcycles, bicycles & parts • Oregon
Arcimoto, Inc., an Oregon corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, FOD CAPITAL, LLC, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, at any time or times on or after the date hereof (the “Initial Exercisability Date”), but not after 11:59 p.m., Eastern time, on the Expiration Date, (as defined below), 942,857 fully-paid and non-assessable shares of Common Stock (as defined below), subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the meanings set forth in Section 16. This Warrant is iss
COLLATERAL ASSIGNMENT OF LEASECollateral Assignment of Lease • December 28th, 2018 • Arcimoto Inc • Motorcycles, bicycles & parts
THIS COLLATERAL ASSIGNMENT OF LEASE (this “Assignment”) is made December 27, 2018, by and between Arcimoto, Inc., an Oregon corporation (collectively with successors and assigns, the “Assignor”), with an address at 2034 West 2nd Avenue, Eugene, OR 97402, and FOD Capital, LLC, a Florida limited liability company (collectively with successors and assigns, the “Assignee”), with an address at 7009 Shrimp Road, Suite #4, Key West, FL 33040.
SECURITY AGREEMENTSecurity Agreement • December 28th, 2018 • Arcimoto Inc • Motorcycles, bicycles & parts • Oregon
THIS SECURITY AGREEMENT, dated as of December 27, 2018 (this “Agreement”), is made by Arcimoto, Inc., an Oregon corporation (“Grantor”), in favor of FOD Capital, LLC, a Florida limited liability company, pursuant to the Loan Agreement (as hereinafter defined), as pledgee, assignee and secured party (in such capacities and together with any successors in such capacities, the ” Lender”).
SUBSCRIPTION AGREEMENTSubscription Agreement • December 28th, 2018 • Arcimoto Inc • Motorcycles, bicycles & parts • Oregon
The undersigned (the “Investor”) hereby confirms its agreement with Arcimoto, Inc., an Oregon corporation (the “Company”), as follows:
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • December 28th, 2018 • Arcimoto Inc • Motorcycles, bicycles & parts • Oregon
This INTELLECTUAL PROPERTY SECURITY AGREEMENT (“IP Security Agreement”), dated as of December 27, 2018, is made by and between Arcimoto, Inc., an Oregon corporation (the “Grantor”) in favor of FOD Capital, LLC (the “Lender”), a Florida limited liability company, as collateral agent for the secured party under the Loan Agreement referred to below (the “Secured Party”).
