EXCHANGE AGREEMENTExchange Agreement • July 23rd, 2024 • Red Cat Holdings, Inc. • Services-prepackaged software • Nevada
THIS EXCHANGE AGREEMENT (the “Agreement”), dated as of July ___, 2024, is made by and between Unusual Machines, Inc., a Nevada corporation (“Company”), and the holder of the Company’s Common Stock, par value $0.01 per share (the “Common Stock”) signatory hereto (“Holder”).
CLOSING DATE WORKING CAPITAL AGREEMENT AND CONSENT (UNUSUAL MACHINES )Closing Date Working Capital Agreement and Consent • July 23rd, 2024 • Red Cat Holdings, Inc. • Services-prepackaged software
The undersigned, being all of the parties to that certain Share Purchase Agreement, dated as of November 21, 2022, as amended by amendment No. 1 dated as of March 31, 2023, Amendment No. 2 dated as of July 10, 2023, Amendment No. 3 dated as of September 18, 2023 and Amendment No. 4 dated as of December 11, 2023 (the “Purchase Agreement”), among Unusual Machines, Inc., a Puerto Rico corporation redomiciled in Nevada (“Unusual”), Red Cat Holdings, Inc., a Nevada corporation (“Parent”), Jeffrey Thompson, an individual (“Principal Stockholder”), for the purchase of Rotor Riot, LLC, Ohio limited liability company (“Rotor Riot”) and Fat Shark Holdings, LLC, a Nevada corporation (“Fat Shark”) by Unusual hereby acknowledge and agree the calculation of Closing Date Working Capital as provided in the Purchase Agreement in the aggregate amount of $2,000,000.00 as of the date hereof Terms not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement
PURCHASE AGREEMENTPurchase Agreement • July 23rd, 2024 • Red Cat Holdings, Inc. • Services-prepackaged software • New York
THIS PURCHASE AGREEMENT (the “Agreement”) is dated as of _____________, 2024, among Red Cat Holdings, Inc., a Nevada corporation, maintaining an address at 15 Ave. Munoz Rivera, Ste 2200, San Juan PR 00901, email: Jeff@redcat.red attention: Jeffrey Thompson (the “Seller”) and _____________________, maintaining an address at _______________(“Purchaser”).
FORM OF 8% PROMISSORY NOTE DUE NOVEMBER 30, 2025Convertible Promissory Note • July 23rd, 2024 • Red Cat Holdings, Inc. • Services-prepackaged software
THIS 8% PROMISSORY NOTE (this “Note”) duly authorized and validly issued on the Original Issue Date above by Unusual Machines Inc., a Nevada corporation (the “Company”).
