REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 7th, 2023 • Digital Ally, Inc. • Radio & tv broadcasting & communications equipment
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 5, 2023 between Digital Ally, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT DIGITAL ALLY, INC.Common Stock Purchase Warrant • April 7th, 2023 • Digital Ally, Inc. • Radio & tv broadcasting & communications equipment
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 that is the Effective Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Effective Date (the “Termination Date”), but not thereafter, to subscribe for and purchase from Digital Ally, Inc., a Nevada corporation (the “Company”), up to [___________] shares of common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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).
SENIOR SECURED CONVERTIBLE NOTE DUE JANUARY 5, 2024Convertible Security Agreement • April 7th, 2023 • Digital Ally, Inc. • Radio & tv broadcasting & communications equipment • Nevada
THIS SENIOR SECURED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Senior Secured Convertible Notes of Digital Ally, Inc., a Nevada corporation (the “Company”), having its principal place of business at 14001 Marshall Drive, Lenexa, Kansas 66215, designated as its Senior Secured Convertible Note due January 5, 2024 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 7th, 2023 • Digital Ally, Inc. • Radio & tv broadcasting & communications equipment • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of April 5, 2023, 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”).
SECURITY AGREEMENTSecurity Agreement • April 7th, 2023 • Digital Ally, Inc. • Radio & tv broadcasting & communications equipment
This SECURITY AGREEMENT, dated as of April 5, 2023 (this “Agreement”), is among Digital Ally, Inc., a Nevada corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), the holders of the Company’s Senior Secured Convertible Notes due nine (9) months following their dates of issuance, in the original aggregate principal amount of $3,000,000 (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”) and [____________], in its capacity as agent for the Secured Parties (“Agent”).
Trademark Security AgreementTrademark Security Agreement • April 7th, 2023 • Digital Ally, Inc. • Radio & tv broadcasting & communications equipment • Nevada
SUBSIDIARY GUARANTEESubsidiary Guarantee • April 7th, 2023 • Digital Ally, Inc. • Radio & tv broadcasting & communications equipment • Nevada
SUBSIDIARY GUARANTEE, dated as of April 5, 2023 (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, between Digital Ally, Inc., a Nevada corporation (the “Company”), and the Purchasers.
PATENT Security AgreementPatent Security Agreement • April 7th, 2023 • Digital Ally, Inc. • Radio & tv broadcasting & communications equipment • Nevada
This Patent Security Agreement, dated as of April 5, 2023, is entered into by and among Digital Ally, Inc., a Nevada Corporation (“Digital Ally” and including its respective successors and permitted assigns, a “Grantor”), in favor of [____________], a [____________], as lender (in such capacity, together with its successors and permitted assigns, the “Collateral Agent”).
