SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 8th, 2018 • ShiftPixy, Inc. • Services-employment agencies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 4, 2018, between ShiftPixy, Inc., a Wyoming corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 8th, 2018 • ShiftPixy, Inc. • Services-employment agencies
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
8% SENIOR SECURED CONVERTIBLE NOTE DUE SEPTEMBER 4, 2019ShiftPixy, Inc. • June 8th, 2018 • Services-employment agencies • New York
THIS 8% SENIOR SECURED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 8% SENIOR SECURED CONVERTIBLE NOTES of ShiftPixy, Inc., a Wyoming corporation (the “Company”), having its principal place of business at 1 Venture, Suite 150, Irvine, California 92618, designated as its 8% Senior Secured Convertible Note due September 4, 2019 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
SECURITY AGREEMENTSecurity Agreement • June 8th, 2018 • ShiftPixy, Inc. • Services-employment agencies • New York
This SECURITY AGREEMENT, dated as of June 4, 2018 (this “Agreement”), is among ShiftPixy, Inc., a Wyoming corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 8% Senior Secured Convertible Notes due fifteen (15) months following their issuance, in the original aggregate principal amount of $10,000,000 (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC.ShiftPixy, Inc. • June 8th, 2018 • Services-employment agencies
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________, 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 on or after December 4, 2018 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 4, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from ShiftPixy, Inc., a Wyoming corporation (the “Company”), up to 251,004 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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).
