COMMON STOCK PURCHASE WARRANT PARTS iD, INC.PARTS iD, Inc. • July 17th, 2023 • Services-advertising agencies • Delaware
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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July 13, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Parts iD, Inc., a Delaware corporation (the “Company”), up to [__] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
PLACEMENT AGENT CLASS A COMMON STOCK PURCHASE WARRANT PARTS iD, Inc.PARTS iD, Inc. • July 17th, 2023 • Services-advertising agencies • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Titan Partners Group LLC, a division of American Capital Partners, LLC, 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 Issue Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July 14, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from PARTS iD, Inc., a Delaware corporation (the “Company”), up to 536,750 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 is issued pursuant to that certain Engagement Agreement, dated as of May 8, 2023 (the “Engagement Agreement”), by and between the Company and Titan Partners Group LLC, a division of Ameri
ContractPARTS iD, Inc. • July 17th, 2023 • Services-advertising agencies • 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.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 17th, 2023 • PARTS iD, Inc. • Services-advertising agencies • New York
This Securities Purchase Agreement (as amended, supplemented, restated and/or modified from time to time, this “Agreement”) is entered into as of July 14, 2023, by and between PARTS iD, Inc., a Delaware corporation (the “Company”), and Lind Global Fund II LP, a Delaware limited partnership (the “Investor”).
ContractCommon Stock Purchase Warrant • July 17th, 2023 • PARTS iD, Inc. • Services-advertising agencies
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.
SECURITY AGREEMENTSecurity Agreement • July 17th, 2023 • PARTS iD, Inc. • Services-advertising agencies
SECURITY AGREEMENT (this “Agreement”), dated as of July 14, 2023, by and between PARTS iD, INC., a Delaware corporation (the “Company”) and LIND GLOBAL FUND II LP (the “Secured Party”).
Note and Warrant Purchase AgreementNote and Warrant Purchase Agreement • July 17th, 2023 • PARTS iD, Inc. • Services-advertising agencies • Delaware
This NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of the 13th day of July, 2023 (the “Effective Date”) by and among PARTS iD, Inc., a Delaware corporation (the “Company”), and each of the purchasers listed on Exhibit A attached hereto (collectively, the “Purchasers”, and individually, a “Purchaser”). As used herein, the term “Requisite Purchasers” shall mean Purchasers holding more than fifty percent (50%) of the aggregate outstanding principal amount of the Notes issued pursuant to this Agreement. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Notes (as defined below).
GUARANTYGuaranty • July 17th, 2023 • PARTS iD, Inc. • Services-advertising agencies • New York
GUARANTY (the “Guaranty”), dated as of July 14, 2023, by PARTS iD, LLC, a Delaware limited liability company (the “Guarantor”) in favor of LIND GLOBAL FUND II, LP (the “Lender”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • July 17th, 2023 • PARTS iD, Inc. • Services-advertising agencies • New York
This TRADEMARK SECURITY AGREEMENT (this “Trademark Security Agreement”) is entered into as of July 14, 2023 by and between PARTS iD, LLC, a Delaware limited liability company (the “Grantor”) and LIND GLOBAL FUND II LP (the “Secured Party”).
GUARANTOR SECURITY AGREEMENTGuarantor Security Agreement • July 17th, 2023 • PARTS iD, Inc. • Services-advertising agencies
GUARANTOR SECURITY AGREEMENT (this “Agreement”), dated as of July 14, 2023, by and among PARTS iD, LLC, a Delaware limited liability company (the “Company) and LIND GLOBAL FUND II LP (the “Secured Party”).
PLEDGE AGREEMENTPledge Agreement • July 17th, 2023 • PARTS iD, Inc. • Services-advertising agencies
This PLEDGE AGREEMENT (this “Agreement”) is made as of July 14, 2023, by and between PARTS iD, INC., a Delaware corporation (the “Company”) and LIND GLOBAL FUND II, LP (the “Secured Party”).
