FORM OF ORDINARY SHARES PURCHASE WARRANTMeiwu Technology Co LTD • September 9th, 2022 • Retail-catalog & mail-order houses
THIS ORDINARY SHARES 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 _____, 2022 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Meiwu Technology Company Limited., a British Virgin Islands exempt company (the “Company”), one ordinary share of the Company, no par value (as subject to adjustment hereunder, the “Warrant Shares”). This Warrant is issued pursuant to that certain Securities Purchase Agreement (the “Purchase Agreement”) dated as of April 28, 2022 among the Company and the purchasers signatory thereto, as amended from time to time.
Securities Purchase AgreementSecurities Purchase Agreement • September 9th, 2022 • Meiwu Technology Co LTD • Retail-catalog & mail-order houses • New York
This Securities Purchase Agreement (this “Agreement”), dated as of April 28, 2022, is entered into by and between Meiwu Technology Company Limited., a British Virgin Islands exempt company (“Company”), and the undersigned therein (“Investors”).
CONVERTIBLE PROMISSORY NOTEMeiwu Technology Co LTD • September 9th, 2022 • Retail-catalog & mail-order houses • New York
This Note carries an OID of $______ all of which amount is fully earned as of the Effective Date and included in the initial principal balance. In addition, Borrower agrees to pay $4,000 to Lender to cover Lender’s legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of this Note (the “Transaction Expense Amount”), which amount will be deducted from the amount funded. The purchase price for this Note shall be $________ (the “Purchase Price”), computed as follows: $________ original principal balance, less the OID. The Purchase Price shall be payable by Lender by wire transfer of immediately available funds.
