FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 1st, 2019 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 27th day of September, 2019 by and among Ondas Holdings Inc., a Nevada corporation (the “Company”), and the investors identified on the signature pages hereto (each, including its successors and assigns, an “Investor,” and collectively, the “Investors”).
5,000,000 Shares ONDAS HOLDINGS INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 8th, 2020 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • New York
Ondas Holdings Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), an aggregate of 5,000,000 shares (the “Firm Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional 750,000 shares (the “Option Shares”) of Common Stock from the Company for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Option Shares are collectively called the “Shares.”
6,400,000 Shares ONDAS HOLDINGS INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 11th, 2021 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • New York
Ondas Holdings Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), an aggregate of 6,400,000 shares (the “Firm Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional 960,000 shares (the “Option Shares”) of Common Stock from the Company for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Option Shares are collectively called the “Shares.”
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 4th, 2018 • Zev Ventures Inc. • Services-miscellaneous amusement & recreation • Missouri
THIS LOAN AND SECURITY AGREEMENT is made and dated as of March 9, 2018 and is entered into by and between FULL SPECTRUM, INC., a Delaware corporation, and each of its Domestic Subsidiaries signatory hereto or hereinafter a party hereto by joinder (hereinafter collectively referred to as the “Borrower”), and STEWARD CAPITAL HOLDINGS, LP, a Delaware limited partnership, and its successors and assigns (together with its successors and assigns, hereinafter referred to as “Lender”)
ONDAS HOLDINGS INC. COMMON STOCK EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 22nd, 2022 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • New York
Ondas Holdings Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with Oppenheimer & Co. Inc., as follows:
FORM OF WARRANTOndas Holdings Inc. • February 26th, 2024 • Radio & tv broadcasting & communications equipment • Delaware
THIS CERTIFIES THAT, for value received and subject to the terms and conditions set forth below, [●], or assigns (the “Holder”), is entitled to purchase at the Exercise Price (defined below) from Ondas Holdings Inc., a Nevada corporation (the “Company”), [●] fully-paid and non-assessable shares of Common Stock of the Company.
SECURED TERM PROMISSORY NOTEOndas Holdings Inc. • July 15th, 2019 • Radio & tv broadcasting & communications equipment
This Promissory Note is the Term Note referred to in, and is executed and delivered in connection with, the Loan Agreement, and is entitled to the benefit and security of the Loan Agreement and the other Loan Documents (as defined in the Loan Agreement), to which reference is made for a statement of all of the terms and conditions thereof. All payments shall be made in accordance with the Loan Agreement. All terms defined in the Loan Agreement shall have the same definitions when used herein, unless otherwise defined herein. An Event of Default under the Loan Agreement shall constitute an Event of Default under this Promissory Note.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 7th, 2019 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • New York
This SECURITIES PURCHASE AGREEMENT, dated as of _________________, 2017 (this “Agreement”), by and between Full Spectrum Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ONDAS HOLDINGS INC. December 10, 2021Letter Agreement • December 13th, 2021 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Nevada
This letter agreement (the “Letter Agreement”), on behalf of Ondas Holdings Inc., a Nevada corporation (the “Company”) to the undersigned individual (the “Executive” or “Employee”) constitutes an Employment Agreement. This Employment Agreement shall be effective on December 9, 2021 (the “Effective Date”) pursuant to the terms set forth below:
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 23rd, 2023 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • New York
This AMENDMENT NO. 1, dated as of January 20, 2023 (this “Amendment”), to the SECURITIES PURCHASE AGREEMENT (the “Securities Purchase Agreement”), dated as of October 26, 2022, is by and among Ondas Holdings Inc., a Nevada corporation with offices located at 411 Waverley Oaks Road, Suite 114, Waltham, MA 02452 (the “Company”), and the investors signatory thereto (including, the undersigned investor (the “Investor”). Unless otherwise defined herein or the context otherwise requires, capitalized terms used herein and defined in the Securities Purchase Agreement shall be used herein as therein defined.
REGISTRATION RIGHTS AND LOCK-UP AGREEMENTRegistration Rights and Lock-Up Agreement • July 1st, 2022 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Nevada
THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (this “Agreement”), dated as of April 5, 2022, is made and entered into by and among (i) Ondas Holdings Inc., a Nevada corporation (the “Company”), (ii) each of the Persons listed on Schedule A attached hereto (the “Schedule of Holders”) as of the date hereof, and (iii) each of the other Persons set forth from time to time on the Schedule of Holders who, at any time, own securities of the Company and enter into a joinder to this Agreement agreeing to be bound by the terms hereof (each Person identified in the foregoing (ii) and (iii), a “Holder” and, collectively, the “Holders”).
COMMON STOCK REPURCHASE AGREEMENTCommon Stock Repurchase Agreement • October 4th, 2018 • Zev Ventures Inc. • Services-miscellaneous amusement & recreation • Nevada
This COMMON STOCK REPURCHASE AGREEMENT (this “Agreement”) is made as of September 28, 2018, by and between Zev Ventures Incorporated, a Nevada corporation (“Parent”), and the undersigned shareholder, Energy Capital, LLC, a Florida limited liability company (the “Shareholder”).
Ondas Holdings Inc. Notes to Unaudited Pro Forma Condensed Combined Financial Statements UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTSOndas Holdings Inc. • September 24th, 2021 • Radio & tv broadcasting & communications equipment
On May 17, 2021, Ondas Holdings, Inc. (the “Company”) entered into a Plan of Merger and Equity Purchase Agreement (the “Agreement”) with Drone Merger Sub I Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (“Merger Sub I”), Drone Merger Sub II Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (“Merger Sub II”), American Robotics, Inc., a Delaware corporation (“American Robotics”), and Reese Mozer, solely in his capacity as the representative of American Robotics’ Stockholders (as defined in the Agreement).
LEASE AGREEMENTLease Agreement • October 4th, 2018 • Zev Ventures Inc. • Services-miscellaneous amusement & recreation
THIS LEASE, made this 11th day of November, 2013, between SCP-1, LP a California Limited Partnership, hereinafter called Landlord, and Full Spectrum, Inc., a Delaware Corporation, d.b.a. in California as Full Spectrum Networks, hereinafter called Tenant.
PREFERRED STOCK PURCHASE AGREEMENTAdoption Agreement • July 10th, 2023 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of July [__], 2023 between Ondas Networks, Inc., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
SECURED TERM PROMISSORY NOTEOndas Holdings Inc. • May 30th, 2019 • Radio & tv broadcasting & communications equipment
This Promissory Note is the Term Note referred to in, and is executed and delivered in connection with, the Loan Agreement, and is entitled to the benefit and security of the Loan Agreement and the other Loan Documents (as defined in the Loan Agreement), to which reference is made for a statement of all of the terms and conditions thereof. All payments shall be made in accordance with the Loan Agreement. All terms defined in the Loan Agreement shall have the same definitions when used herein, unless otherwise defined herein. An Event of Default under the Loan Agreement shall constitute an Event of Default under this Promissory Note.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • October 4th, 2018 • Zev Ventures Inc. • Services-miscellaneous amusement & recreation • Nevada
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION is made and entered into as of September 28, 2018, by and among ZEV VENTURES INCORPORATED, a Nevada corporation (“Parent”), ZEV MERGER SUB, INC., a Delaware corporation (“Merger Sub”) and wholly owned subsidiary of Parent, and ONDAS NETWORKS INC., a Delaware corporation (“Company”).
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 1st, 2020 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of the ___ day of August 2020, by and between Ondas Holdings Inc., a Nevada corporation (the “Company”), and the undersigned purchaser (the “Buyer”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 4th, 2018 • Zev Ventures Inc. • Services-miscellaneous amusement & recreation • Florida
THIS LOAN AND SECURITY AGREEMENT is made and dated as of October 1, 2018 and is entered into by and between ZEV VENTURES INCORPORATED, a Nevada corporation, and each of its Domestic Subsidiaries signatory hereto or hereinafter a party hereto by joinder (hereinafter collectively referred to as the “Borrower”), and ENERGY CAPITAL, LLC, a Florida limited liability company, and its successors and assigns (together with its successors and assigns, hereinafter referred to as “Lender”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 16th, 2023 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 11, 2023, and effective as set forth in Section 11(a), is made and entered into by and among (i) Ondas Holdings Inc., a Nevada corporation (the “Parent”), (ii) each of the Persons listed on Schedule A attached hereto (the “Schedule of Holders”) as of the date hereof, and (iii) each of the other Persons set forth from time to time on the Schedule of Holders who, at any time, own Registrable Securities and enter into a joinder to this Agreement agreeing to be bound by the terms hereof (each Person identified in the foregoing (ii) and (iii), a “Holder” and, collectively, the “Holders”).
FIRST AMENDMENT TO SECURED TERM PROMISSORY NOTESTerm Promissory Notes • June 18th, 2019 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment
FIRST AMENDMENT TO SECURED TERM PROMISSORY NOTES (this “Amendment”), dated as of June 18, 2019, is entered into by ONDAS NETWORKS INC., fka Full Spectrum Inc., a Delaware corporation (together with its subsidiaries hereinafter referred to as the “Borrower”), in favor of STEWARD CAPITAL HOLDINGS, LP, a Delaware limited partnership, and its successors and assigns (hereinafter referred to as “Lender”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 3rd, 2019 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Florida
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of April 2, 2019, is entered into by and between ONDAS HOLDINGS INC., fka Zev Ventures Incorporated, a Nevada corporation (together with its subsidiaries hereinafter referred to as the "Borrower"), and ENERGY CAPITAL, LLC, a Florida limited liability company, and its successors and assigns (hereinafter referred to as "Lender").
ContractAssignment and Assumption Agreement • January 7th, 2019 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Delaware
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Assignment") is made as of this 1st day of October, 2018, by and between ______________________ ("Assignor") and _____________________ ("Assignee").
LOCK-UP AGREEMENTLock-Up Agreement • October 4th, 2018 • Zev Ventures Inc. • Services-miscellaneous amusement & recreation • Nevada
THIS LOCK-UP AGREEMENT (the “Agreement”) is entered into as of September ___, 2018, by and between the undersigned Shareholder and Zev Ventures Incorporated, a Nevada corporation (the “Company”), with a corporate address of 396 Washington Street, Suite 272, Wellesley, MA 02481;
FULL SPECTRUM LOAN AGREEMENTFull Spectrum Loan Agreement • January 7th, 2019 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • California
This LOAN AGREEMENT is made and entered into as of the 1st day of April, 2015 by and between and ("the Lender") and Full Spectrum Inc. (“the Borrower ”).
SECOND AMENDMENT TO SECURED TERM PROMISSORY NOTESTerm Promissory Notes • September 11th, 2020 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment
SECOND AMENDMENT TO SECURED TERM PROMISSORY NOTES (this “Amendment”), dated as of September 4, 2020, is entered into by ONDAS NETWORKS INC., fka Full Spectrum Inc., a Delaware corporation (together with its subsidiaries hereinafter referred to as the “Borrower”), in favor of STEWARD CAPITAL HOLDINGS, LP, a Delaware limited partnership, and its successors and assigns (hereinafter referred to as “Lender”).
American Robotics, Inc. August 5, 2021Letter Agreement • February 15th, 2023 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Massachusetts
This letter agreement (the “Letter Agreement”), on behalf of American Robotics, Inc., a Delaware corporation (the “Company”) to the undersigned individual (the “Executive”) shall be effective on August 5, 2021 (the “Effective Date”) and continue until terminated under Section 5 or 7, pursuant to the terms set forth below:
ContractRevenue Loan Agreement • November 13th, 2018 • Ondas Holdings Inc. • Services-miscellaneous amusement & recreation • New York
THIS INSTRUMENT AND ANY SECURITIES ISSUABLE PURSUANT HERETO HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.
Re: Separation and General Release Agreement Dear Reese:Restricted Stock Unit Agreement • June 9th, 2023 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Massachusetts
As we discussed, your employment with American Robotics, Inc. (the “Company”) will be separated effective June 8, 2023 (“Separation Date”), as a result of your voluntary resignation pursuant to Section 5(d) of that certain Letter Agreement between you and the Company, dated August 5, 2021 (the “Letter Agreement”).
Donald P. Johns Steward Capital Holdings, LP Springfield, MO 65807 Dear Donny:Security Agreement • June 18th, 2019 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment
Pursuant to the terms of that certain Loan and Security Agreement (the “Agreement”), dated as of March 9, 2018, by and between Full Spectrum Inc. (now known as Ondas Networks Inc.), a Delaware corporation, and each of its domestic subsidiaries signatory thereto (collectively, the “Company”), and Steward Capital Holdings, LP, a Delaware limited partnership, and its successors and assigns (together with its successors and assigns, “Steward”), the Company hereby requests:
ONDAS HOLDINGS INC. RELEASE AGREEMENTRelease Agreement • September 22nd, 2023 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment
This Release Agreement (“Release”) is entered into between Ondas Holdings Inc., together with its existing and future direct and indirect subsidiaries (the “Company”), and Derek Reisfield (“Executive”) (each individually, a “Party,” and collectively, the “Parties”). The Parties hereby agree as follows:
SECURED TERM PROMISSORY NOTEOndas Holdings Inc. • August 13th, 2019 • Radio & tv broadcasting & communications equipment
This Promissory Note is the Term Note referred to in, and is executed and delivered in connection with, the Loan Agreement, and is entitled to the benefit and security of the Loan Agreement and the other Loan Documents (as defined in the Loan Agreement), to which reference is made for a statement of all of the terms and conditions thereof. All payments shall be made in accordance with the Loan Agreement. All terms defined in the Loan Agreement shall have the same definitions when used herein, unless otherwise defined herein. An Event of Default under the Loan Agreement shall constitute an Event of Default under this Promissory Note.
SEPARATION AGREEMENT AND GENERAL RELEASEConsulting Agreement • January 20th, 2021 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Nevada
This Separation Agreement and General Release (the “Agreement”) is made and entered into on January 19, 2021 (the “Effective Date”) by and between Thomas V. Bushey (the “Executive”) and Ondas Holdings Inc., a Nevada corporation (the “Company”). The Executive and the Company are sometimes herein referred to collectively as the “Parties” and singularly as the “Party.”
Form of SECURITIES PURCHASE AGREEMENTAgreement and Waiver • February 26th, 2024 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of February 26, 2024, among Ondas Holdings Inc., a Nevada corporation (the “Company”), each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”), and solely with respect to Section 4.9 of this Agreement, Ondas Autonomous Holdings, Inc., a Nevada corporation and wholly-owned subsidiary of the Company (“OAH”). For purposes of clarity, one or more additional Purchasers may join this Agreement prior to the Closing by executing a signature page hereto.
AMENDMENT TO PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • July 24th, 2023 • Ondas Holdings Inc. • Radio & tv broadcasting & communications equipment
This Amendment (this “Amendment”) to the Preferred Stock Purchase Agreement, dated as of July 9, 2023 (the “Purchase Agreement”), by and among Ondas Networks, Inc., a Delaware corporation (the “Company”) and Stage 1 Growth Fund LLC (SERIES WAVE, CLASS A), a Delaware series limited liability company (the “Initial Investor”), is made and entered into as of July 21, 2023 by and among the Company and the Initial Investor (collectively, the “Parties”). Capitalized terms used herein but not defined herein shall have the meanings ascribed to such terms in the Purchase Agreement. For good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties hereby agree as follows:
