0001214659-18-005842 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 4th, 2018 • DPW Holdings, Inc. • Electronic components, nec

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each of the purchasers signatory thereto (the “Purchase Agreement”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 4th, 2018 • DPW Holdings, Inc. • Electronic components, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August 31, 2018, by and among DPW Holdings, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser,” or in the aggregate, the “Purchasers”).

SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUe February 28, 2019
Convertible Security Agreement • September 4th, 2018 • DPW Holdings, Inc. • Electronic components, nec • New York

THIS SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued Senior Secured Convertible Promissory Notes of DPW Holdings, Inc., a Delaware corporation (the “Company”), having its principal place of business at 201 Shipyard Way, Newport Beach, CA 92663, designated as its Senior Secured Convertible Promissory Note due February 28, 2019 (this “Note”, or collectively with the other Notes of such series, the “Notes”).

AMENDMENT NO. 5 AGREEMENT
Security Agreement • September 4th, 2018 • DPW Holdings, Inc. • Electronic components, nec

This Amendment No. 5 Agreement dated as of August 31, 2018 (this “Amendment”) between ____________ (the “Holder”) and DPW Holdings, Inc., a Delaware corporation (the “Company”), relates to the Security Agreement (as defined below) entered into by and among the foregoing parties as well as the subsidiaries of the Company signatory thereto (collectively, the “Guarantors”) as well as certain other agreements entered into by the parties as described below.

AMENDMENT NO. 6 AGREEMENT
Amendment No. 6 Agreement • September 4th, 2018 • DPW Holdings, Inc. • Electronic components, nec

This Amendment No. 6 Agreement (this “Amendment”) is dated effective as of August 31, 2018 by and between __________________ (the “Holder”) and DPW Holdings, Inc., a Delaware corporation (the “Company”).

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