SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE AUGUST 4, 2020Digital Ally Inc • August 5th, 2019 • Radio & tv broadcasting & communications equipment • New York
THIS SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued Senior Secured Convertible Notes of Digital Ally, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 9705 Loiret Blvd, Lenexa, KS 66219, designated as its Senior Secured Convertible Promissory Note due August 4, 2020 (this “Note”, or the “Note” and collectively with the other Notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 5th, 2019 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 5, 2019, between Digital Ally, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages hereto (including each successors and assigns, the “Purchaser” or in the aggregate, the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • August 5th, 2019 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
This SECURITY AGREEMENT, dated as of August 5, 2019 (this “Agreement”), is among Digital Ally, Inc., a Nevada corporation (the “Company”), any subsidiary and affiliate of the Company that is a signatory hereto either now or joined in the future (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and ……….. , as a secured party and Agent, and the other secured parties signatory hereto their endorsees, transferees and assigns (collectively, the “Secured Parties”).
COMMON STOCK PURCHASE WARRANT Digital Ally, Inc.Digital Ally Inc • August 5th, 2019 • Radio & tv broadcasting & communications equipment
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 August 5, 2019 (the “Issuance Date”) and on or prior to the close of business on the fifth (5th)-year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Digital Ally, Inc., a Nevada corporation (the “Company”), up to 571,428 shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, par value $0.001 per share, of the Company (the “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).
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 5th, 2019 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
SUBSIDIARY GUARANTEE, dated as of August 5, 2019 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), between Digital Ally, Inc., a Nevada corporation (the “Company”) and the Purchasers.
Intellectual property SECURITY AGREEMENTIntellectual Property Security Agreement • August 5th, 2019 • Digital Ally Inc • Radio & tv broadcasting & communications equipment • New York
THIS Intellectual property SECURITY AGREEMENT (this “Agreement”), dated as of August 5, 2019, by Digital Ally, Inc., a Nevada corporation (the “Grantor”), in favor of , as a secured lender and Agent, and the other Secured Parties signatory to the Security Agreement (collectively, the “Secured Party”).
