COMMON STOCK PURCHASE WARRANT REEDS, INC.Common Stock Purchase Warrant • December 1st, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Raptor/Harbor Reeds SPV LLC, a Delaware limited liability company 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 180 days of the Initial Issuance Date (the “Initial Exercise Date”) and on or prior to the close of business on the fifth year anniversary of the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Reeds, Inc., a Delaware corporation (the “Company”), up to [MINIMUM 750,000] 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). This Warrant is issued pursuant to that certain Backstop Commitment Agreement by and between the Holder and the Company dated [ ], 2017.
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • December 1st, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • Delaware
THIS WARRANT AGENCY AGREEMENT (this “Agreement”), dated as of _________, 2017, is by and between Reed’s, Inc., a Delaware corporation (the “Company”), and Transfer Online, Inc., as the Warrant Agent (the “Warrant Agent”).
BACKSTOP COMMITMENT AGREEMENTBackstop Commitment Agreement • December 1st, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • Delaware
THIS BACKSTOP COMMITMENT AGREEMENT (this “Agreement”), dated as of December [ ], 2017, is by and between Reed’s, Inc., a Delaware corporation (the “Company”) and Raptor/Harbor Reeds SPV LLC, a Delaware limited liability company (the “Backstop Investor”).
