WARRANT AGENCY AGREEMENTWarrant Agency Agreement • April 18th, 2018 • Airborne Wireless Network • Retail-catalog & mail-order houses • New York
WARRANT AGENCY AGREEMENT, dated as of April [ ], 2017 (“Agreement”), between Airborne Wireless Network, a Nevada corporation (the “Company”), and Columbia Stock Transfer Company, an Idaho corporation (the “Warrant Agent”).
UNITS OF AIRBORNE WIRELESS NETWORK UNDERWRITING AGREEMENTUnderwriting Agreement • April 18th, 2018 • Airborne Wireless Network • Retail-catalog & mail-order houses • New York
The undersigned, AIRBORNE WIRELESS NETWORK, a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of AIRBORNE WIRELESS NETWORK, the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which MAXIM GROUP LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) for the purchase and sale of an aggregate of [·] Closing Units consisting of one share of the Company’s Series A Preferred Stock and Warrants to
COMMON STOCK PURCHASE WARRANT AIRBORNE WIRELESS NETWORKAirborne Wireless Network • April 18th, 2018 • Retail-catalog & mail-order houses • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Group LLC 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 effectiveness date (the “Effective Date”) of the Registration Statement (the “Initial Exercise Date”) and on or prior to the close of business on the three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Airborne Wireless Network, a Nevada corporation (the “Company”), up to [_____] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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).
COMMON STOCK PURCHASE WARRANT AIRBORNE WIRELESS NETWORKCommon Stock Purchase Warrant • April 18th, 2018 • Airborne Wireless Network • Retail-catalog & mail-order houses • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Cede & Co. 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 [_____], 2018 (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”; provided, however, that if such date is not a Trading Day, the Termination Date shall be the immediately following Trading Day) but not thereafter, to subscribe for and purchase from AIRBORNE WIRELESS NETWORK, a Nevada corporation (the “Company”), up to [_____] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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). This Warrant shall initially be issued and maintained in the form of a security held
