FORM OF SUBSCRIPTION AGREEMENTForm of Subscription Agreement • May 13th, 2019 • DPW Holdings, Inc. • Electronic components, nec • New York
The undersigned investor (“Investor”) hereby tenders this Subscription Agreement (the “Agreement”) in connection with such Investor’s purchase, in accordance with the terms hereof, of DPW Notes (each, a “Note” and collectively, the “Notes”) issued by DPW Holdings, Inc., a Delaware corporation (“DPW” or the “Company”). Investor understands that the Offering is being made without registration of the Notes under the Securities Act of 1933, as amended (the “Securities Act”). The Company has qualified with the Securities and Exchange Commission (“SEC”) in a Regulation A offering of the Notes pursuant to the Company’s Form 1-A and amendments and supplements thereto (collectively, the “Offering Statement”), which can be obtained from the SEC EDGAR filing website. No decision to invest in the Notes should be made without reading the Offering Statement and the other Note Purchase Documents (as defined herein).
