EXHIBIT A to SHARE PURCHASE AGREEMENT) COMMON STOCK PURCHASE WARRANT APPTECH PAYMENTS CORP.Shareholder Agreement • December 17th, 2024 • AppTech Payments Corp. • Services-prepackaged software • California
Contract Type FiledDecember 17th, 2024 Company Industry JurisdictionTHIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, AFIOS Partners 7, a limited partnership 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 after the Issue Date and on or prior to 5:00 p.m. (New York City time) on December 13, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from AppTech Payments Corp., a Delaware corporation (the “Company”), up to 4,000,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock (as defined herein). 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).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • December 17th, 2024 • AppTech Payments Corp. • Services-prepackaged software • Delaware
Contract Type FiledDecember 17th, 2024 Company Industry JurisdictionThis Share Purchase Agreement (this “Agreement”) is entered into on December 13, 2024, by and between AFIOS Partners 6, a limited partnership (“Purchaser”), and AppTech Payments Corp., a Delaware corporation (the “Company” together with Purchaser, the “Parties,” and each, a “Party”).
EXHIBIT B to SHARE PURCHASE AGREEMENT) COMMON STOCK PURCHASE WARRANT APPTECH PAYMENTS CORP.Security Agreement • December 17th, 2024 • AppTech Payments Corp. • Services-prepackaged software • California
Contract Type FiledDecember 17th, 2024 Company Industry JurisdictionTHIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, AFIOS Partners 6, a limited partnership 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 after the Issue Date and on or prior to 5:00 p.m. (New York City time) on December 13, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from AppTech Payments Corp., a Delaware corporation (the “Company”), up to 1,800,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock (as defined herein). 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).
EXHIBIT B to SHARE PURCHASE AGREEMENT) COMMON STOCK PURCHASE WARRANT APPTECH PAYMENTS CORP.Warrant Agreement • December 17th, 2024 • AppTech Payments Corp. • Services-prepackaged software • California
Contract Type FiledDecember 17th, 2024 Company Industry JurisdictionTHIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, AFIOS Partners 7, a limited partnership 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 after the Issue Date and on or prior to 5:00 p.m. (New York City time) on December 13, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from AppTech Payments Corp., a Delaware corporation (the “Company”), up to 6,000,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock (as defined herein). 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).