REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 25th, 2014 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 21, 2014, by and among Digital Ally, Inc., a Nevada corporation, with headquarters located at 9705 Loiret Blvd., Lenexa, KS 66219 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each, a “Buyer” and collectively, the “Buyers”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • March 25th, 2014 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
PLEDGE AND SECURITY AGREEMENT, dated as of March 21, 2014 (this “Agreement”), made by Digital Ally, Inc., a Nevada corporation (the “Company”), Digital Ally International, Inc. (“DAII”), a Nevada corporation, and each other Subsidiary of the Company and DAII hereafter becoming party hereto (together with the Company and DAII, each a “Grantor” and, collectively, the “Grantors”), in favor of Hudson Bay Master Fund Ltd., in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the Buyers (as defined below) party to the Securities Purchase Agreement, dated as of even date herewith (as amended, restated or otherwise modified from time to time, the “Securities Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 25th, 2014 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 21, 2014, by and among Digital Ally, Inc., a Nevada corporation, with headquarters located at 9705 Loiret Boulevard, Lenexa, Kansas 66219 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
GUARANTYGuaranty • March 25th, 2014 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
GUARANTY, dated as of March 21, 2014, made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of the “Buyers” (as defined below) party to the Securities Purchase Agreement referenced below.
DIGITAL ALLY, INC. March __, 2014Lock-Up Agreement • March 25th, 2014 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
This Lock-Up Agreement is being delivered to you in connection with the Securities Purchase Agreement (the “Purchase Agreement”), dated as of March 21, 2014 by and among Digital Ally, Inc. (the “Company”) and the investors party thereto (the “Buyers”), with respect to the issuance of (i) senior secured convertible notes of the Company (the “Notes”) pursuant to which shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) may be issued and (ii) warrants (the “Warrants”) which Warrants will be exercisable to purchase Common Stock. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.
DEPOSIT ACCOUNT CONTROL AGREEMENTDeposit Account Control Agreement • March 25th, 2014 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
This Deposit Account Control Agreement (this “Agreement”), dated as of March 18, 2014, is entered into by and among Digital Ally, Inc. (“Customer”), Hudson Bay Capital Management LP (in such capacity, together with its successors and assigns in such capacity, “Agent”) and Citizens Bank & Trust (“Depository Institution”), and sets forth the rights of Agent and the obligations of Depository Institution with respect to the deposit accounts of Customer at Depository Institution identified on Exhibit A annexed hereto (each hereinafter referred to individually as a “Collateral Account” and collectively as the “Collateral Accounts”).
ASSIGNMENT FOR SECURITY PATENTSAssignment for Security • March 25th, 2014 • Digital Ally Inc • Radio & tv broadcasting & communications equipment
WHEREAS, Digital Ally, Inc. (the “Assignor”) holds all right, title and interest in the letter patents, design patents and utility patents listed on the annexed Schedule 1A, which patents are issued or applied for in the United States Patent and Trademark Office (the “Patents”);
VOTING AGREEMENTVoting Agreement • March 25th, 2014 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
VOTING AGREEMENT, dated as of March __, 2014 (this “Agreement”), by and among Digital Ally, Inc., a Nevada corporation (the “Company”), and the shareholders listed on the signature pages hereto under the heading “Shareholders” (each, a “Shareholder” and collectively, the “Shareholders”).
