FORM OF WARRANTWarrant Agreement • October 25th, 2022 • Paid Inc • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (“Warrant”) certifies that, for value received, PAID INC. or its assigns (“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 Original Issue Date of this Warrant (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on fifth anniversary of the Initial Exercise Date (“Termination Date”) but not thereafter, to subscribe for and purchase from Embolx, Inc., a California corporation (“Company”), up to the Initial Warrant Number of Shares (as hereinafter defined) of Common Stock (as subject to adjustment hereunder, “Warrant Shares”). 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 25th, 2022 • Paid Inc • Services-business services, nec • New York
This Securities Purchase Agreement (“Agreement”) is dated as of October 19, 2022 between Embolx, Inc., a California corporation (“Company”), and each purchaser identified on the Annex A hereto (each, including its successors and assigns, an “Investor” and collectively, the “Investors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 25th, 2022 • Paid Inc • Services-business services, nec
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 19, 2022 (this “Agreement”), is by and among Embolx, Inc., a California corporation (“Company”), and each of the investors listed on the signature pages hereto under the caption “Investors” (collectively, “Investors”). Except as otherwise specified herein or in the Purchase Agreement (defined below), all capitalized terms used in this Agreement are defined in Exhibit B attached hereto.
SECURITY AGREEMENTSecurity Agreement • October 25th, 2022 • Paid Inc • Services-business services, nec • New York
This SECURITY AGREEMENT, dated as of October 19, 2022 (this “Agreement”), is among Embolx, Inc., a California corporation (the “Company” or “Debtor”) and the holder(s) of the Company’s 20% original issue discount senior secured convertible notes in the aggregate original principal amount of up to $3,125,000.00 (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (each holder a “Secured Party,” and collectively, the “Secured Parties”). Each of the Company, and the Secured Parties are a “party” to this Agreement, and one or more of them are the “parties” hereto as the context may require.
EMBOLX, INC. 20% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE NOTEConvertible Security Agreement • October 25th, 2022 • Paid Inc • Services-business services, nec • New York
THIS 20% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 20% Original Issue Discount Senior Secured Convertible Notes of Embolx, Inc., a California corporation (“Company”) and issued pursuant to the Purchase Agreement (collectively with this Note, the “Notes”).
