SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 29th, 2018 • US Highland, Inc. • Motorcycles, bicycles & parts • Kansas
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 10, 2018, by and between US HIGHLAND, INC., an Oklahoma corporation, with headquarters located at 3500 Lennox Road, Suite 1500, Atlanta, GA 30309 (the “Company”), and L2 CAPITAL, LLC, a Kansas limited liability company, with its address at 8900 State Line Rd., Suite 410, Leawood, KS 66206 (the “Buyer”).
COMMON STOCK PURCHASE WARRANT US HIGHLAND, INC.Security Agreement • May 29th, 2018 • US Highland, Inc. • Motorcycles, bicycles & parts • Kansas
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the funding of the purchase price of $50,000.00, with respect to the first tranche of $68,055.40 issuance of that certain convertible promissory note in the original principal amount of $568,054.00 on May 10, 2018 by the Company (as defined below) to the Holder (as defined below)) (the “Note”), L2 Capital, LLC, a Kansas limited liability company (including any permitted and registered 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 of issuance hereof, to purchase from US Highland, Inc., an Oklahoma corporation (the ”Company”), up to 7,638,092 shares of Common Stock (as defined below) (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) (with the understanding that the Holder shall onl
