SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 26th, 2017 • BTCS Inc. • Services-prepackaged software • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”), is entered into as of May 25, 2017 (the “Execution Date”), by and among BTCS Inc., a Nevada corporation (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 26th, 2017 • BTCS Inc. • Services-prepackaged software • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 24, 2017 (the “Execution Date”), is entered into by and between BTCS INC., a Nevada corporation (the “Company”), and the undersigned buyers (each, a “Buyer” and collectivley, the “Buyers”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Securities Purchase Agreement by and between the parties hereto, dated as of the Execution Date (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
BONUS COMMON STOCK PURCHASE WARRANT BTCS Inc.Bonus Common Stock Purchase Warrant • May 26th, 2017 • BTCS Inc. • Services-prepackaged software • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] or its 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 exercise of all the Additional Common Stock Warrants issued to the original Holder on May 24, 2017 (the “Initial Exercise Date”) and shall expire three years from the date of issuance (the “Termination Date”) but not thereafter, to subscribe for and purchase from BTCS Inc., a Nevada corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SERIES A COMMON STOCK PURCHASE WARRANT BTCS Inc. Expires May 24, 2022Series a Common Stock Purchase Warrant • May 26th, 2017 • BTCS Inc. • Services-prepackaged software • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] or its 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 May 24, 2017 (the “Initial Exercise Date”) and on or prior to the close of business on May 24, 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from BTCS Inc., a Nevada corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ADDITIONAL COMMON STOCK PURCHASE WARRANT BTCS Inc.Common Stock Purchase Warrant • May 26th, 2017 • BTCS Inc. • Services-prepackaged software • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] or its 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 May 24, 2017 (the “Initial Exercise Date”) and shall expire on the earlier of: i) one year from the date of the effective Registration Statement covering the Warrant, and ii) three years from the date of issuance (the “Termination Date”) but not thereafter, to subscribe for and purchase from BTCS Inc., a Nevada corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
