FC GLOBAL REALTY INCORPORATED WARRANT #[__] TO PURCHASE SHARES OF COMMON STOCKFC Global Realty Inc • August 8th, 2019 • Electromedical & electrotherapeutic apparatus • Nevada
THIS CERTIFIES that, for value received, [__], its successors and permitted assigns (the “Holder”), is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase from FC Global Realty Incorporated, a Nevada corporation with principal offices at 15150 N. Hayden Rd., Suite 235 Scottsdale, AZ 85260 (the “Company”), together with its successors and assigns including, without limitation, any entity in to which the Company may convert or merge with, such number of Shares, as set forth below, of the Company’s Common Stock (the “Securities”), at the Exercise Price (defined below), subject to the provisions and upon the terms and conditions hereinafter set forth.
FC GLOBAL REALTY INCORPORATED and GADSDEN GROWTH PROPERTIES, L.P. PURCHASE AGREEMENTPurchase Agreement • August 8th, 2019 • FC Global Realty Inc • Electromedical & electrotherapeutic apparatus • New York
THIS PURCHASE AGREEMENT (this “Agreement”), dated as of August 2, 2019, by and among FC Global Realty Incorporated, a Nevada corporation (the “Company”), Gadsden Growth Properties, L.P., a Delaware limited partnership and subsidiary of the Company ( “Gadsden”), and the investors that have purchased the Securities (as defined below) in the Offering (as defined below) (each an “Investor” and collectively, the “Investors”).
PROMISSORY NOTEFC Global Realty Inc • August 8th, 2019 • Electromedical & electrotherapeutic apparatus • New York
This Promissory Note (this “Note”) evidences Loan made and to be made to Borrower by the Lender under the Loan Agreement, and Borrower hereby promises to pay (i) interest on the principal amount of the Loans at the applicable Interest Rate and at the times and in the manner specified therefor in the Loan Agreement, and (ii) such principal amount at the times and in the manner specified therefor in the Loan Agreement. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings ascribed to such terms in the Loan Agreement.
Loan and Security Agreement by and among Gadsden Growth Properties, L.P. As Borrower, and FC Global Realty Incorporated As Guarantor, and The Lenders Party To This Agreement, as Lenders dated as ofLoan and Security Agreement • August 8th, 2019 • FC Global Realty Inc • Electromedical & electrotherapeutic apparatus
This LOAN AND SECURITY AGREEMENT, dated as of August 2, 2019 (the “Agreement”), is executed by and among Gadsden Growth Properties, L.P., a Delaware limited partnership (the “Borrower”), FC Global Realty Incorporated, a Nevada corporation (the “Guarantor”), which have their principal office located at 15150 N. Hayden Road, Suite 235, Scottsdale, AZ 85260, and lenders that are from time to time party to this Agreement (the “Lenders” and, each, a “Lender”).
