SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 7th, 2016 • BTCS Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 6, 2016, between BTCS, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
20% original issue discount Junior Convertible NOTE DUE December 5, 2016BTCS Inc. • June 7th, 2016 • Services-prepackaged software • New York
THIS JUNIOR CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Junior Convertible Notes issued at a 20% original issue discount by BTCS Inc., a Nevada corporation (the “Company”) (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
SECURITY AGREEMENTSecurity Agreement • June 7th, 2016 • BTCS Inc. • Services-prepackaged software • New York
THIS SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of June 6, 2016 among BTCS, Inc., a Nevada corporation (“BTCS”), BitcoinShop.us, LLC, a Maryland limited liability company, and BTCS Digital Manufacturing, a Nevada corporation, (collectively, the foregoing three entities are referred to as the “Subsidiaries”; BTCS and the Subsidiaries, together with each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, are hereinafter sometimes referred to individually as a “Debtor” and, collectively, as the “Debtors”) and ________________________, in its capacity as Collateral Agent (together with its successors and assigns in such capacity, the “Secured Party”) for the benefit of itself and each of the Purchasers (as hereinafter defined).
SUBSIDIARY GUARANTYSubsidiary Guaranty • June 7th, 2016 • BTCS Inc. • Services-prepackaged software • New York
This SUBSIDIARY GUARANTY (as amended, restated, supplemented, or otherwise modified and in effect from time to time, this “Guaranty”) is made as of this 6 day of June, 2016, jointly and severally, by and among BTCS, Inc., a Nevada corporation (“BTCS”), BitcoinShop.us, LLC, a Maryland limited liability company, and BTCS Digital Manufacturing, a Nevada corporation, (collectively, the foregoing three entities are referred to as the “Subsidiaries;” collectively, BTCS and the Subsidiaries are referred to as the “Companies”), and with each other person or entity who becomes a party to this Guaranty by execution of a joinder in the form of Exhibit A attached hereto, each referred to individually as a “Guarantor” and collectively as the “Guarantors”); in favor of the Purchasers listed on the signature page of that certain Securities Purchase Agreement, dated as of June 6, 2016 (each, a “Purchaser”, and together with its successors and assigns and each other purchaser of a Note (as defined belo
PLEDGE AGREEMENTPledge Agreement • June 7th, 2016 • BTCS Inc. • Services-prepackaged software • New York
THIS PLEDGE AGREEMENT made as of this 6 day of June, 2016 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), by BTCS, Inc., a Nevada corporation (the “Pledgor”) and _____________, in its capacity as agent (“Agent”) for the Purchasers identified below (in such capacity, together with its successors and assigns, the “Pledgee”).
AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • June 7th, 2016 • BTCS Inc. • Services-prepackaged software • New York
THIS AMENDMENT (the “Amendment”), dated as of May 27, 2016, being executed and delivered by and between BTCS Inc. (formerly Bitcoin Shop, Inc.), a Nevada corporation (“BTCS”), and the undersigned Subscribers (the “Subscribers”) in order to amend that certain Subscription Agreement by and between BTCS and Subscribers dated on or around April 20, 2015 (the “Subscription Agreement”).
