0001493152-23-021766 Sample Contracts

FORM OF SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 20th, 2023 • A2Z Smart Technologies Corp • General industrial machinery & equipment, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 15, 2023, between A2Z Smart Technologies Corp., a corporation continued under the laws of the Province of British Columbia (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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COMMON SHARE PURCHASE WARRANT A2Z SMART TECHNOLOGIES CORP.
Common Share Purchase Warrant • June 20th, 2023 • A2Z Smart Technologies Corp • General industrial machinery & equipment, nec

THIS COMMON SHARE 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 [__], 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June [__], 2025 (the “Termination Date”), but not thereafter, to subscribe for and purchase from A2Z Smart Technologies Corp., a corporation continued under the laws of the Province of British Columbia (the “Company”), up to [______] common shares, without par value (the “Common Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). This Warrant is one of the Common Share Purchase Warrants (the “Warrants”) issued pursuant to (i) that certain Securities Purchase Agreement, dated as of June [__], 2023 by and between the Company and investors party thereto, (ii) the Company’s Registration Statement on Form F-3 (Fi

COMMON SHARE PURCHASE WARRANT A2Z SMART TECHNOLOGIES CORP.
Securities Agreement • June 20th, 2023 • A2Z Smart Technologies Corp • General industrial machinery & equipment, nec • New York

THIS COMMON SHARE 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 [__], 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June [__], 2025 (the “Termination Date”), but not thereafter, to subscribe for and purchase from A2Z Smart Technologies Corp., a corporation continued under the laws of the Province of British Columbia (the “Company”), up to [______] common shares, without par value (the “Common Shares”) (as subject to adjustment hereunder, the “Warrant Shares”).

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