REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 16th, 2018 • DPW Holdings, Inc. • Electronic components, nec
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each of the purchasers signatory thereto (the “Purchase Agreement”).
SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE NOVEMBER 15, 2018DPW Holdings, Inc. • May 16th, 2018 • Electronic components, nec • New York
THIS SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued Senior Secured Convertible Promissory Notes of DPW Holdings, Inc., a Delaware corporation (the “Company”), having its principal place of business at 201 Shipyard Way, Newport Beach, CA 92663, designated as its Senior Secured Convertible Promissory Note due November 15, 2018 (this “Note”, or collectively with the other Notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 16th, 2018 • DPW Holdings, Inc. • Electronic components, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 15, 2018, by and among DPW Holdings, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser,” or in the aggregate, the “Purchasers”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • May 16th, 2018 • DPW Holdings, Inc. • Electronic components, nec • New York
SUBSIDIARY GUARANTEE, dated as of May 15, 2018 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between DPW Holdings, Inc., a Delaware corporation (the “Company”) and the Purchasers (the “Purchase Agreement”).
SECURITY AGREEMENTSecurity Agreement • May 16th, 2018 • DPW Holdings, Inc. • Electronic components, nec • New York
This SECURITY AGREEMENT, dated as of May 15, 2018 (this “Agreement”), is by and among DPW Holdings, Inc., a Delaware corporation (the “Company”), any subsidiary of the Company that is a signatory hereto either now joined or joined in the future (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and the holder of the Company’s Senior Secured Convertible Promissory Note in the principal amount of $6,000,000 signatory hereto, its endorsees, transferees and assigns (collectively, the “Secured Lender”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • May 16th, 2018 • DPW Holdings, Inc. • Electronic components, nec • New York
THIS INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of May 15, 2018, by DPW Holdings, Inc., a Delaware corporation (the “Grantor”), in favor of Dominion Capital LLC, as secured lender (the “Secured Lender”).
Lock-Up AgreementDPW Holdings, Inc. • May 16th, 2018 • Electronic components, nec • New York
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • May 16th, 2018 • DPW Holdings, Inc. • Electronic components, nec • New York
This SECURITY AND PLEDGE AGREEMENT (this “Agreement”), is made as of May 15, 2018, by and among Super Crypto Mining, Inc., a Delaware corporation (the “Company” or the “Debtor”), DPW Holdings, Inc., a Delaware corporation (“DPW”), and each purchaser identified on the signature pages to that certain Securities Purchase Agreement by and among such purchasers and DPW, dated as of May 15, 2018 (the “Purchase Agreement”) (each, including its successors and assigns, a “Secured Party” and collectively, the “Secured Parties”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Purchase Agreement and that certain Senior Secured Convertible Promissory Note due November 15, 2018 (collectively, the “Note”) issued by DPW to each Secured Party as the payee of the Note.
