NOBLE ROMAN’S, INC. REDEEMABLE COMMON STOCK PURCHASE CLASS A WARRANTWarrant Agreement • March 27th, 2017 • Noble Romans Inc • Retail-eating places • Indiana
THIS COMMON STOCK PURCHASE CLASS A WARRANT (this “Warrant”) of Noble Roman’s, Inc., a corporation duly organized and validly existing under the laws of Indiana (the “Company”), is issued to the Holder (as defined below). This Warrant is part of a series of Class A Warrants (the "Class A Warrants"), all with the same terms and conditions as those set forth herein, which may be issued by the Company exercisable for up to an aggregate 1,600,000 shares of Common Stock, as defined below, subject to adjustment pursuant to the anti dilution provisions herein. It is being issued as part of a unit purchased by the Holder, as defined below, from the Company pursuant to which the Holder is also purchasing a subordinated convertible note (the “Note”) from the Company.
NOBLE ROMAN’S, INC. 10% CONVERTIBLE SUBORDINATED UNSECURED NOTE DUE _____________,2019Convertible Note • March 27th, 2017 • Noble Romans Inc • Retail-eating places
THIS NOTE IS ISSUED PURSUANT TO AN EXEMPTION FROM THE REGISTRATION PROVISIONS OF THE SECURITIES ACT OF 1933 (THE "ACT") AND QUALIFICATION PROVISIONS OF APPLICABLE STATE SECURITIES LAWS. NEITHER IT NOR THE SHARES OF COMMON STOCK INTO WHICH IT CAN BE CONVERTED CAN BE SOLD, HYPOTHECATED OR OTHERWISE TRANSFERRED UNLESS REGISTERED PURSUANT TO THE ACT AND QUALIFIED UNDER APPLICABLE STATE LAW OR, IN THE OPINION OF COUNSEL REASONABLY SATISFACTORY TO MAKER, AN EXEMPTION THEREFROM IS AVAILABLE.
