SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 10th, 2020 • Taronis Fuels, Inc. • Special industry machinery, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of ____, 2020, between Taronis Fuels, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
DUE [___], 2021Taronis Fuels, Inc. • August 10th, 2020 • Special industry machinery, nec • New York
THIS 12.5% ORIGINAL ISSUE DISCOUNT SENIOR SUBORDINATED SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 12.5% Original Issue Discount Senior Subordinated Secured Convertible Debentures of Taronis Fuels, Inc., a Delaware corporation (the “Company”), having its principal place of business at 24980 N. 83rd Street, Suite 100, Peoria, AZ 85383, designated as its 12.5% Original Issue Discount Subordinated Secured Convertible Debenture due [__], 2021 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SECURITY AGREEMENTSecurity Agreement • August 10th, 2020 • Taronis Fuels, Inc. • Special industry machinery, nec • New York
This SECURITY AGREEMENT, dated as of __, 2020 (this “Agreement”), is among Taronis Fuels, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 12.5% Original Issue Discount Senior Subordinated Secured Convertible Debentures due __, 2021 unless extended pursuant to the terms therein, in the original aggregate principal amount of $_______ (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
COMMON STOCK PURCHASE WARRANT TARONIS FUELS, Inc.Taronis Fuels, Inc. • August 10th, 2020 • Special industry machinery, nec
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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Taronis Fuels, Inc., a Delaware 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).
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 10th, 2020 • Taronis Fuels, Inc. • Special industry machinery, nec • New York
SUBSIDIARY GUARANTEE, dated as of __, 2020 (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 “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, by and among Taronis Fuels, Inc., a Delaware corporation (the “Company”) and the Purchasers.
