SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 23rd, 2016 • DSG Global Inc. • Services-computer integrated systems design • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 7, 2016, between DSG Global, Inc. (and together with all of its current and future, direct and/or indirect, wholly owned and/or partially owned Subsidiaries, collectively, the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE MAY 7, 2017Convertible Security Agreement • November 23rd, 2016 • DSG Global Inc. • Services-computer integrated systems design • New York
THIS 8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued 8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTES of DSG Global, Inc., (the “Company”), having its principal place of business at Suite 214-5455 152 Street, Surrey A1 V3S 5A5, designated as its 8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE due May 7, 2017 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
SECURITY AGREEMENTSecurity Agreement • November 23rd, 2016 • DSG Global Inc. • Services-computer integrated systems design • New York
This SECURITY AGREEMENT, dated as of November 7, 2016 (this “Agreement”), is among DSG Global, Inc., a Nevada corporation (the “Company”), any subsidiary and affiliate of the Company that is a signatory hereto either now or joined in the future (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and the holders of the Company’s 8% Original Issue Discount Senior Secured Convertible Promissory Notes due six (6) months following their issuance, in the aggregate principal amount of $138,888.89 (the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 23rd, 2016 • DSG Global Inc. • Services-computer integrated systems design • New York
Subsidiary Guarantee, dated as of November 7, 2016 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Secured Parties”) to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of the date hereof, among DSG Global, Inc., a Nevada corporation (the “Company”) and the Secured Parties.
