PREFUNDED COMMON STOCK PURCHASE WARRANT Digital Ally, Inc.Digital Ally Inc • January 12th, 2021 • Radio & tv broadcasting & communications equipment
THIS PREFUNDED 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Digital Ally, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 12th, 2021 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 11, 2021, between Digital Ally, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Digital Ally, Inc.Digital Ally Inc • January 12th, 2021 • Radio & tv broadcasting & communications equipment • New York
This agreement (the “Agreement”) constitutes the agreement between Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Kingswood”) (the “Placement Agent”), and Digital Ally, Inc., a Nevada corporation (the “Company”), pursuant to which Kingswood will act as the placement agent on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of (i) common stock (the “Shares”) of the Company, par value $0.001 per share (the “Common Stock”), (ii) warrants (“Warrants”) to purchase shares of Common Stock (the “Warrant Shares”) and (iii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase shares of Common Stock (the “Pre-Funded Warrant Shares”) in lieu of shares of Common Stock, for any potential investor that determines, in its sole discretion, that such purchase of Shares would cause it to beneficially own in excess of the Beneficial Ownership Limitation (as defined in the Purchase Agreement). The Shares, Warrants, Warrant Shares, P
