ContractCOMSovereign Holding Corp. • August 30th, 2021 • Communications equipment, nec • New York
THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
ContractCOMSovereign Holding Corp. • August 30th, 2021 • Communications equipment, nec
THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 30th, 2021 • COMSovereign Holding Corp. • Communications equipment, nec • New York
This Securities Purchase Agreement (as amended, supplemented, restated and/or modified from time to time, this “Agreement”) is entered into as of August 25, 2021, by and between COMSovereign Holding Corp., a Nevada corporation (the “Company”), and Lind Global Fund II LP, a Delaware limited partnership (the “Investor”).
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • August 30th, 2021 • COMSovereign Holding Corp. • Communications equipment, nec
AMENDED AND RESTATED SECURITY AGREEMENT (this “Agreement”), dated as of August 25, 2021, by and among (a) COMSovereign holding corp., a Nevada corporation (the “Company”); (b) with respect to Section 24 hereof, LIND GLOBAL ASSET MANAGEMENT IV, LLC, in its capacity as an “Investor” (as such term is defined in the Initial SPA referred to below) (in such capacity, the “Initial Investor”); (c) with respect to Section 24 hereof, LIND GLOBAL FUND II LP, in its capacity as an “Investor” (as such term is defined in the Second SPA referred to below) (in such capacity, the “Second Investor” and, collectively with the Initial Investor, the “Investors” and each, individually, an “Investor”); and (d) LIND GLOBAL ASSET MANAGEMENT IV, LLC as agent (hereinafter, in such capacity, the “Secured Party”) for itself and the Investors.
FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENT AND LIMITED WAIVERSecurities Purchase Agreement and Limited Waiver • August 30th, 2021 • COMSovereign Holding Corp. • Communications equipment, nec • New York
This First Amendment and Limited Waiver (this “Amendment”) to that certain Securities Purchase Agreement, dated as of May 27, 2021 (as amended and in effect from time to time, including by this Amendment, the “Purchase Agreement”), by and among COMSovereign Holding Corp., a Nevada corporation (the “Company”) and Lind Global Asset Management IV, LLC, a Delaware limited liability company (the “Investor”), is made and entered into as of August 25, 2021, by and between the Company and the Investor. Capitalized terms used but not defined herein shall have the meanings given to them in the Purchase Agreement.
AMENDED AND RESTATED GUARANTYGuaranty • August 30th, 2021 • COMSovereign Holding Corp. • Communications equipment, nec • New York
AMENDED AND RESTATED GUARANTY (this “Guaranty”), dated as of August 25, 2021, by (a) AZCOMS, LLC, a Arizona limited liability company (“Azcoms”), DRONE AFS CORP., a Nevada corporation (“Drone”), LEXTRUM, INC., a California corporation (“Lextrum”), DRAGONWAVE-X, LLC, an Arizona limited liability company (“Dragonwave-X”), DRAGONWAVE CORP., a Delaware corporation (“Dragonwave Corp.”), DRAGONWAVE-X CANADA, INC., a Canada corporation (“Dragonwave Canada”), RVISION, INC., a Nevada corporation (“RVision”), INDURAPOWER, INC., a Delaware corporation (“InduraPower”), ELITISE, LLC, an Arizona limited liability company (“Elitise”), SOVEREIGN ENGINEERING, LLC, an Arizona limited liability company (“Sovereign Engineering”), SILVER BULLET TECHNOLOGY, INC., a Delaware corporation (“Silver Bullet”), SILVER BULLET TECHNOLOGY, LLC, a Delaware limited liability company (“Silver Bullet LLC”), SKYLINE PARTNERS TECHNOLOGY, LLC, a Delaware limited liability company (“Skyline”), SKY SOVEREIGN, INC., a Nevada c
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • August 30th, 2021 • COMSovereign Holding Corp. • Communications equipment, nec
AMENDED AND RESTATED SECURITY AGREEMENT (this “Agreement”), dated as of August 25, 2021, by and among (a) AZCOMS, LLC, a Arizona limited liability company (“Azcoms”), DRONE AFS CORP., a Nevada corporation (“Drone”), LEXTRUM, INC., a California corporation (“Lextrum”), DRAGONWAVE-X, LLC, an Arizona limited liability company (“Dragonwave-X”), DRAGONWAVE CORP., a Delaware corporation (“Dragonwave Corp.”), DRAGONWAVE-X CANADA, INC., a Canada corporation (“Dragonwave Canada”), RVISION, INC., a Nevada corporation (“RVision”), INDURAPOWER, INC., a Delaware corporation (“InduraPower”), ELITISE, LLC, an Arizona limited liability company (“Elitise”), SOVEREIGN ENGINEERING, LLC, an Arizona limited liability company (“Sovereign Engineering”), SILVER BULLET TECHNOLOGY, INC., a Delaware corporation (“Silver Bullet”), SILVER BULLET TECHNOLOGY, LLC, a Delaware limited liability company (“Silver Bullet LLC”), SKYLINE PARTNERS TECHNOLOGY, LLC, a Delaware limited liability company (“Skyline”), SKY SOVERE
AMENDED AND RESTATED PATENT SECURITY AGREEMENTPatent Security Agreement • August 30th, 2021 • COMSovereign Holding Corp. • Communications equipment, nec • New York
This AMENDED AND RESTATED PATENT SECURITY AGREEMENT (this “Patent Security Agreement”) is entered into as of August 25, 2021 by and between [Subsidiary] (the “Grantor”) and LIND GLOBAL ASSET MANAGEMENT IV, LLC (the “Secured Party”).
AMENDED AND RESTATED TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • August 30th, 2021 • COMSovereign Holding Corp. • Communications equipment, nec • New York
This AMENDED AND RESTATED TRADEMARK SECURITY AGREEMENT (this “Trademark Security Agreement”) is entered into as of August 25, 2021 by and between [Subsidiary] (the “Grantor”) and LIND GLOBAL ASSET MANAGEMENT IV, LLC (the “Secured Party”).
