ContractCool Holdings, Inc. • October 30th, 2018 • Wholesale-electronic parts & equipment, nec • New York
THIS NOTE AND THE SECURITIES INTO WHICH THIS NOTE MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE OR SOLD, ASSIGNED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION UNLESS WRITTEN EVIDENCE REASONABLY SATISFACTORY TO THE BORROWER IS SUPPLIED TO THE BORROWER TO THE EFFECT THAT THE PROPOSED OFFER, SALE, ASSIGNMENT OR OTHER TRANSFER MAY BE EFFECTED WITHOUT SUCH REGISTRATION.
SUBSCRIPTION AGREEMENT OF COOL HOLDINGS, INC.Subscription Agreement • October 30th, 2018 • Cool Holdings, Inc. • Wholesale-electronic parts & equipment, nec • Maryland
All capitalized terms not defined herein shall have the meanings set forth in the Subscription Agreement to which this exhibit is attached.
COMMON STOCK PURCHASE WARRANT COOL HOLDINGS, INC.Common Stock Purchase Warrant • October 30th, 2018 • Cool Holdings, Inc. • Wholesale-electronic parts & equipment, nec • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ● (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 6 months following the Original Issue Date (as defined below) (the “Exercisability Date”) and on or prior to the close of business on the third anniversary of the Exercisability Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Cool Holdings, Inc., a Delaware corporation (the “Company”), up to _______ shares (the “Warrant Shares”) of common stock, par value $0.001 (the “Common Stock”), of the Company.
