FORM OF COMMON STOCK PURCHASE WARRANT DRONE AVIATION HOLDING CORP.Common Stock Purchase Warrant • October 11th, 2019 • Drone Aviation Holding Corp. • Aircraft • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______________ or its assigns (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 5:00 p.m. (New York City time) on [___________] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Drone Aviation Holding Corp., a Nevada corporation (the “Company”), up to _______________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject
DRONE AVIATION HOLDING CORP. and CLEARTRUST, LLC, as Warrant Agent Warrant Agency Agreement Dated as of October __, 2019 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 11th, 2019 • Drone Aviation Holding Corp. • Aircraft • New York
WARRANT AGENCY AGREEMENT, dated as of October __, 2019 (“Agreement”), between Drone Aviation Holding Corp., a corporation organized under the laws of the State of Nevada (the “Company”), and ClearTrust, LLC (the “Warrant Agent”).
UNDERWRITING AGREEMENTUnderwriting Agreement • October 11th, 2019 • Drone Aviation Holding Corp. • Aircraft • New York
The undersigned, Drone Aviation Holding Corp., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Drone Aviation Holding Corp., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representatives (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Roth Capital Partners, LLC and Aegis Capital Corp. are acting as co-representatives to the several Underwriters (in such capacity, the “Representatives” and each a “Representative” and if there are no Underwriters other than the Representatives, references to multiple Underwriters shall be disregarded and the term Representatives as used herein shall have the same meaning as Underwriters) on the terms and conditions set forth herein.
