0001354488-11-001807 Sample Contracts

Contract
Common Stock Purchase Warrant • June 3rd, 2011 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • Nevada

This warrant and the securities issuable upon the exercise hereof have not been registered under the Securities Act of 1933, as amended. They may not be sold, offered for sale, pledged, hypothecated, or otherwise transferred except PURSUANT to an effective registration statement under the Securities Act of 1933, as amended, or an opinion of counsel satisfactory to the Company the registration is not required.

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Contract
Subordinated Note • June 3rd, 2011 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • Arizona

This Note has not been registered under the Securities Act of 1933, as amended (the "Act"), or any applicable state securities laws. the Note may not be offered for sale, sold, transferred, pledged or hypothecated without an effective registration statement under the Act and under any applicable state securities laws, or an opinion of counsel, satisfactory to the Company, that an

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