Attached files
| file | filename |
|---|---|
| EX-10.1 - Vuzix Corp | v200039_ex10-1.htm |
| EX-99.1 - Vuzix Corp | v200039_ex99-1.htm |
| 8-K - Vuzix Corp | v200039_8k.htm |
THESE
SECURITIES HAVE NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND
EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN
EXEMPTION FROM REGISTRATION UNDER REGULATION D PROMULGATED UNDER THE SECURITIES
ACT OF 1933, AS AMENDED (THE “ACT”). THIS WARRANT SHALL NOT
CONSTITUTE AN OFFER TO SELL NOR A SOLICITATION OF AN OFFER TO BUY THE SECURITIES
IN ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION WOULD BE
UNLAWFUL. THE SECURITIES ARE “RESTRICTED” AND MAY NOT BE RESOLD OR
TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO REGISTRATION OR
EXEMPTION THEREFROM.
WITHOUT
PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL
APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY THIS
CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR
THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO
OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL February 21, 2011.
Issue
Date: October 21, 2010
COMMON
STOCK PURCHASE WARRANT
To
Purchase Shares of $0.001 Par Value Common Stock
(“Common Stock”)
of
VUZIX
CORPORATION
THIS
CERTIFIES that, for value received, Kopin Corporation, of Taunton,
MA, USA, upon the terms and subject to the conditions hereinafter set forth, at
any time on or after the Issue Date and on or prior to 8:00 p.m. New York City
Time until the earlier of (i) the later of (a) the Maturity Date and (b) such
time as all payments of outstanding principal and interest have been made to
Lender (as such term is defined in the Promissory Note pursuant to a Revolving
Line of Trade Credit Agreement, dated May 21, 2010); (ii) May 21, 2015 (the
“Termination Date”); or
(iii) five (5) business days after the date when no Advances are outstanding and
either the Lender has declined any further Advances pursuant to Section 2(d) of
the Revolving Line of Credit Agreement or the obligation of Lender to make any
further Advances has terminated or expired. but not thereafter, to subscribe for
and purchase from VUZIX CORPORATION, a Delaware corporation (the “Company”), up to 555,555
shares of Common Stock (the “Warrant Shares”) of the Company at an Exercise Price per
share equal to Cdn$0.12 ( Canadian dollars) per share (as adjusted from time to
time pursuant to the terms hereof any time, the “Exercise Price”). This
Warrant is being issued in connection with an Amendment to a Revolving Line of
Trade Credit Agreement dated May 21, 2010 entered into between the Company and
the Kopin Corporation increasing the credit line of Credit available to the
Company under a Revolving Line of Credit Agreement between the parties from
$250,000 to $500,000.
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1.
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Title of
Warrant. This Warrant and the rights hereunder may not
be transferred by the Holder, without the prior written consent of the
Company. In the event the Company shall consent to such a
transfer, then the Holder shall surrender this Warrant in person or by
duly authorized attorney at the office of the Company, together with (a)
the Assignment Form annexed hereto properly endorsed, and (b) any other
documentation reasonably necessary to satisfy the Company that such
transfer is in compliance with all applicable securities
laws. The Company may withhold its consent for any reason or
for no reason. The term “Holder” shall refer to
Kopin Corporation or any subsequent transferee of this
Warrant.
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Page 1 of
11
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2.
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Authorization of
Shares. The Company covenants that all shares of Common
Stock which may be issued upon the exercise of rights represented by this
Warrant will, upon exercise of the rights represented by this Warrant and
payment of the Exercise Price as set forth herein will be duly authorized,
validly issued, fully paid and nonassessable and free from all taxes,
liens and charges in respect of the issue thereof (other than taxes in
respect of any transfer occurring contemporaneously with such issue or
otherwise specified herein).
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3.
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Exercise of
Warrant.
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(a)
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The
Holder may exercise this Warrant, in whole or in part, at any time and
from time to time on or prior to the Termination Date, by delivering to
the offices of the Company or any transfer agent for the Common Stock this
Warrant, together with a Notice of Exercise in the form annexed hereto
specifying the number of Warrant Shares with respect to which this Warrant
is being exercised, together with payment to the Company of the Exercise
Price therefor.
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In the
event that the Warrant is not exercised in full, the number of Warrant Shares
shall be reduced by the number of such Warrant Shares for which this Warrant is
exercised and/or surrendered, and the Company, at its expense, shall within ten
(10) calendar days issue and deliver to the Holder a new Warrant of like tenor
in the name of the Holder or as the Holder (upon payment by Holder of any
applicable transfer taxes) may request, reflecting such adjusted Warrant
Shares.
The
Company shall use its best efforts to deliver the certificates for shares of
Common Stock purchased hereunder to the Holder hereof within ten (10) calendar
days after the date on which this Warrant shall have been exercised as
aforesaid. The Holder may withdraw its Notice of Exercise at any time
if the Company fails to deliver within ten (10) calendar days the relevant
certificates to the Holder as provided in this Agreement.
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(b)
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Change in
Control Transaction. If at any time there occurs any
Change in Control Transaction, then the Holder shall be deemed to have
exercised the entirety of this Warrant immediately prior to the
effectiveness of such Change in Control Transaction becoming effective or
immediately prior to the applicable record date thereof, if earlier
(notwithstanding any restrictions imposed upon the ability of the Holder
to do so), and the Holder shall be entitled to receive upon or after such
change in control becoming effective, and upon payment of the Exercise
Price then in effect, the number of shares or other securities of the
Company, the number of shares or other securities of any other entity
and/or any other property which would have been received by the Holder for
the shares of stock subject to this Warrant had this Warrant been
exercised immediately prior to such Change in Control Transaction becoming
effective or immediately prior to the applicable record date thereof, if
earlier. “Change in Control
Transaction” shall mean the occurrence of (x) any consolidation or
merger of the Company with or into any other corporation or other entity
or person (whether or not the Company is the surviving corporation)
(excluding a consolidation or merger in connection with a corporate
reorganization in which the ultimate beneficial owners of the Company
before and after such transaction are the same), or (y) any other
corporate reorganization or transaction or series of related transactions
in which in excess of 50% of the Company's voting power is transferred
through a merger, consolidation or similar transaction, or (z) the
liquidation or distribution to shareholders of the Company of all or
substantially all of its
assets.
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Page 2 of
11
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4.
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No Fractional Shares
or Scrip. No fractional shares or scrip representing
fractional shares shall be issued upon the exercise of this
Warrant. In lieu of issuance of a fractional share upon any
exercise hereunder, the Company will either round up to nearest whole
number of shares or pay the cash value of that fractional share calculated
on the basis of the Fair Market Value. “Fair Market Value” shall
equal the average closing price of the Common Stock on the principal
market or exchange on which it is quoted or admitted or listed for trading
for the 5 trading days preceding the date of determination or, if the
Common Stock is not quoted, listed or admitted for trading on any market
or exchange, and the average price cannot be determined as contemplated
above, the Fair Market Value of the Common Stock shall be as reasonably
determined in good faith by the Company’s Board of Directors
.
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5.
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Charges, Taxes and
Expenses. Issuance of certificates for shares of Common
Stock upon the exercise of this Warrant shall be made without charge to
the Holder hereof for any issue or transfer tax or other incidental
expense in respect of the issuance of such certificate, all of which taxes
and expenses shall be paid by the Company, and such certificates shall be
issued in the name of the Holder of this Warrant or in such name or names
as may be directed by the Holder of this Warrant; provided, however, that
in the event certificates for shares of Common Stock are to be issued in a
name other than the name of the Holder of this Warrant, this Warrant when
surrendered for exercise shall be accompanied by the Assignment Form
attached hereto duly executed by the Holder hereof; and provided further, that
the Company shall not be required to pay any tax or taxes which may be
payable in respect of any transfer involved in the issuance of any Warrant
certificates or any certificates for the Warrant Shares other than the
issuance of a Warrant Certificate to the Holder in connection with the
Holder’s surrender of a Warrant Certificate upon the exercise of all or
less than all of the Warrants evidenced
thereby.
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6.
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Closing of
Books. The Company will at no time close its shareholder
books or records in any manner which interferes with the timely exercise
of this Warrant.
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7.
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No Rights as
Shareholder until Exercise. Subject to Section 12 of
this Warrant and the provisions of any other written agreement between the
Company and the Holder, the Holder shall not be entitled to vote or
receive dividends or be deemed the holder of Warrant Shares or any other
securities of the Company that may at any time be issuable on the exercise
hereof for any purpose, nor shall anything contained herein be construed
to confer upon the Holder, as such, any of the rights of a stockholder of
the Company or any right to vote for the election of directors or upon any
matter submitted to stockholders at any meeting thereof, or to give or
withhold consent to any corporate action (whether upon any
recapitalization, issuance of stock, reclassification of stock, change of
par value, or change of stock to no par value, consolidation, merger,
conveyance or otherwise) or to receive notice of meetings, or to receive
dividends or subscription rights or otherwise until the Warrant shall have
been exercised as provided herein. However, at the time of the
exercise of this Warrant pursuant to Section 3 hereof, the Warrant Shares
so purchased hereunder shall be deemed to be issued to such Holder as the
record owner of such shares as of the close of business on the date on
which this Warrant shall have been
exercised.
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Page 3 of
11
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8.
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Assignment and
Transfer of Warrant. If permitted by the Company, in its
sole discretion, this Warrant may be assigned by the surrender of this
Warrant and the Assignment Form annexed hereto duly executed at the office
of the Company (or such other office or agency of the Company or its
transfer agent as the Company may designate by notice in writing to the
registered Holder hereof at the address of such Holder appearing on the
books of the Company); provided, however, that
this Warrant may not in any event be resold or otherwise
transferred.
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9.
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Loss, Theft,
Destruction or Mutilation of Warrant; Exchange. The
Company represents warrants and covenants that (a) upon receipt by the
Company of evidence reasonably satisfactory to it of the loss, theft,
destruction or mutilation of any Warrant or stock certificate representing
the Warrant Shares, and in case of loss, theft or destruction, of
indemnity reasonably satisfactory to it, and (b) upon surrender and
cancellation of such Warrant or stock certificate, if mutilated, the
Company will make and deliver a new Warrant or stock certificate of like
tenor and dated as of such cancellation, in lieu of this Warrant or stock
certificate; provided, that the Company may make a reasonable charge
therefor. This Warrant is exchangeable at any time for an equal
aggregate number of Warrants of different denominations, as requested by
the holder surrendering the same, or in such denominations as may be
requested by the Holder following determination of the Exercise
Price. The Company may impose a reasonable service charge for
such registration or transfer, exchange or
reissuance.
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10
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Saturdays, Sundays,
Holidays, etc. If the last or appointed day for the
taking of any action or the expiration of any right required or granted
herein shall be a Saturday, Sunday or a legal holiday, then such action
may be taken or such right may be exercised on the next succeeding day not
a legal holiday.
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11
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Specific
Enforcement. The Company and the Holder acknowledge and
agree that irreparable damage would occur in the event that any of the
provisions of this Warrant were not performed in accordance with their
specific terms or were otherwise breached. It is accordingly
agreed that the parties shall be entitled to an injunction or injunctions
to prevent or cure breaches of the provisions of this Warrant and to
enforce specifically the terms and provisions hereof, this being in
addition to any other remedy to which either of them may be entitled by
law or equity.
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12
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Adjustments of
Exercise Price and Number of Warrant Shares. The number
of and kind of securities purchasable upon exercise of this Warrant and
the Exercise Price shall be subject to adjustment from time to time as set
forth in this Section 12. The number of securities stated on Page 1 of
this Warrant represents all prior adjustments up and to December 31,
2008.
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Page 4 of
11
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(a)
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Subdivisions,
Combinations, Stock Dividends and other
Issuances. If the Company shall, at any time while
this Warrant is outstanding, (A) pay a stock dividend or otherwise make a
distribution or distributions on any equity securities (including
instruments or securities convertible into or exchangeable for such equity
securities) in shares of Common Stock, (B) subdivide outstanding shares of
Common Stock into a larger number of shares, or (C) combine outstanding
Common Stock into a smaller number of shares, then the Exercise Price
shall be multiplied by a fraction, the numerator of which shall be the
number of shares of Common Stock outstanding before such event and the
denominator of which shall be the number of shares of Common Stock
outstanding after such event. Any adjustment made pursuant to
this Section 12(a) shall become effective immediately after the record
date for the determination of stockholders entitled to receive such
dividend or distribution and shall become effective immediately after the
effective date in the case of a subdivision or combination. The number of
shares which may be purchased hereunder shall be increased proportionately
to any reduction in Exercise Price pursuant to this paragraph 12(a), so
that after such adjustments the aggregate Exercise Price payable hereunder
for the increased number of shares shall be the same as the aggregate
Exercise Price in effect just prior to such
adjustments.
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(b)
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Reclassification,
etc. If at any time after the date hereof there shall be
a reorganization or reclassification of the securities as to which
purchase rights under this Warrant exist into the same or a different
number of securities of any other class or classes, then the Holder shall
thereafter be entitled to receive upon exercise of this Warrant, during
the period specified herein and upon payment of the Exercise Price then in
effect, the number of shares or other securities or property resulting
from such reorganization or reclassification, which would have been
received by the Holder for the shares of stock subject to this Warrant had
this Warrant at such time been
exercised.
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(c)
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Exercise Price
Adjustment. In the event of any adjustment in the number
of Warrant Shares issuable hereunder upon exercise, the Exercise Price
shall be inversely proportionately increased or decreased as the case may
be, such that aggregate purchase price for Warrant Shares upon full
exercise of this Warrant shall remain the same. Similarly, in
the event of any adjustment in the Exercise Price, the number of Warrant
Shares issuable hereunder upon exercise shall be inversely proportionately
increased or decreased as the case may be, such that aggregate purchase
price for Warrant Shares upon full exercise of this Warrant shall remain
the same.
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Page 5 of
11
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13.
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Notice of Adjustment;
Notice of Events. (i) Whenever the number of Warrant
Shares or number or kind of securities or other property purchasable upon
the exercise of this Warrant or the Exercise Price is adjusted, the
Company shall promptly mail to the Holder of this Warrant a notice setting
forth the number of Warrant Shares (and other securities or property)
purchasable upon the exercise of this Warrant and the Exercise Price of
such Warrant Shares after such adjustment and setting forth the
computation of such adjustment and a brief statement of the facts
requiring such adjustment. (ii) If: (A) the Company shall
declare a dividend (or any other distribution) on its Common Stock; or (B)
the Company shall declare a special nonrecurring cash dividend on or a
redemption of its Common Stock; or (C) the Company shall authorize the
granting to all holders of the Common Stock rights or warrants to
subscribe for or purchase any shares of capital stock of any class or of
any rights; or (D) the approval of any stockholders of the Company shall
be required in connection with any reclassification of the Common Stock of
the Company, any consolidation or merger to which the Company is a party,
any sale or transfer of all or substantially all of the assets of the
Company, or any compulsory share exchange whereby the Common Stock is
converted into other securities, cash or property; or (E) the Company
shall authorize the voluntary dissolution, liquidation or winding up of
the affairs of the Company, then the Company shall cause to be mailed to
each Warrant holder at their last addresses as they shall appear upon the
Warrant register of the Company, at least 20 (same time as in the
preferred stock document) calendar days prior to the applicable record or
effective date hereinafter specified, a notice stating (x) the date on
which a record is to be taken for the purpose of such dividend,
distribution, redemption, rights or warrants, or if a record is not to be
taken, the date as of which the holders of Common Stock of record to be
entitled to such dividend, distributions, redemption, rights or warrants
are to be determined or (y) the date on which such reclassification,
consolidation, merger, sale, transfer or share exchange is expected to
become effective or close, and the date as of which it is expected that
holders of Common Stock of record shall be entitled to exchange their
shares of Common Stock for securities, cash or other property deliverable
upon such reclassification, consolidation, merger, sale, transfer, share
exchange, dissolution, liquidation or winding
up.
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14.
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Authorized
Shares. The Company covenants that during the period the
Warrant is outstanding and exercisable, it will reserve from its
authorized and unissued Common Stock a sufficient number of shares to
provide for the issuance of the Warrant Shares upon the exercise of any
and all purchase rights under this Warrant. The Company further
covenants that its issuance of this Warrant shall constitute full
authority to its officers who are charged with the duty of executing stock
certificates to execute and issue the necessary certificates for the
Warrant Shares upon the exercise of the purchase rights under this
Warrant. The Company will take all such reasonable action as
may be necessary to assure that such Warrant Shares may be issued as
provided herein without violation of any applicable law, regulation, or
rule of any applicable market or
exchange.
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15.
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Compliance with
Securities Laws. (a) The Holder hereof acknowledges that
the Warrant Shares acquired upon the exercise of this Warrant, if not
registered (or if no exemption from registration exists), will have
restrictions upon resale imposed by state and federal securities laws and
other regulators. Each certificate representing the Warrant
Shares issued to the Holder upon exercise (if not registered, for resale
or otherwise, or if no exemption from registration exists) will bear
substantially the following
legends:
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Page 6 of
11
(i) THE
SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED WITH THE
SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN
RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933,
AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED,
TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE
EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION
REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE
SECURITIES LAWS.
(ii)
WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH
ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY THIS
CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR
THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO
OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL FEBRUARY 21, 2011.
(iii)
Along with any other legends regarding resale restrictions required by
regulatory authorities that the Company and its Warrant Shares are subject
to.
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(b)
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Without
limiting the Consultant’s right to transfer, assign or otherwise convey
the Warrant or Warrant Shares in compliance with all applicable securities
laws, the Consultant of this Warrant, by acceptance hereof, acknowledges
that this Warrant and the Warrant Shares to be issued upon exercise hereof
are being acquired solely for the Consultant’s own account and not as a
nominee for any other party, and that the Consultant will not offer, sell
or otherwise dispose of this Warrant or any Warrant Shares to be issued
upon exercise hereof except under circumstances that will not result in a
violation of applicable federal and state securities
laws.
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16.
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Miscellaneous.
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(a)
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Issue Date; Choice of
Law; Venue; Jurisdiction. The provisions of this Warrant
shall be construed and shall be given effect in all respects as if it had
been issued and delivered by the Company on the date
hereof. This Warrant shall be binding upon any successors or
assigns of the Company. This Warrant will be construed and
enforced in accordance with and governed by the laws of the State of New
York, except for matters arising under the Act, without reference to
principles of conflicts of law. Each of the parties consents to
the exclusive jurisdiction of the Federal and State Courts sitting in the
County of Monroe in the State of New York in connection with any dispute
arising under this Warrant and hereby waives, to the maximum extent
permitted by law, any objection, including any objection based on forum non conveniens or
venue, to the bringing of any such proceeding in such
jurisdiction. Each party hereby agrees that if the other party
to this Warrant obtains a judgment against it in such a proceeding, the
party which obtained such judgment may enforce same by summary judgment in
the courts of any country having jurisdiction over the party against whom
such judgment was obtained, and each party hereby waives any defenses
available to it under local law and agrees to the enforcement of such a
judgment. Each party to this Warrant irrevocably consents to
the service of process in any such proceeding by the mailing of copies
thereof by registered or certified mail, postage prepaid, to such party at
its address in accordance with Section 16(c). Nothing herein
shall affect the right of any party to serve process in any other manner
permitted by law.
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Page 7 of
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(b)
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Modification and
Waiver. This Warrant and any provisions hereof may be
changed, waived, discharged or terminated only by an instrument in writing
signed by the party against which enforcement of the same is
sought. Any amendment effected in accordance with this
paragraph shall be binding upon the Consultant, each future Holder of this
Warrant and the Company. No waivers of, or exceptions to, any
term, condition or provision of this Warrant, in any one or more
instances, shall be deemed to be, or construed as, a further or continuing
waiver of any such term, condition or
provision.
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(c)
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Notices. Any
notice, request or other document required or permitted to be given or
delivered to the Consultant or future Holders hereof or the Company shall
be personally delivered or shall be sent by certified or registered mail,
postage prepaid, to the Consultant or each such Holder at its address as
shown on the books of the Company or to the Company at the address set
forth in the Purchase Agreement. All notices under this Warrant
shall be deemed to have been given when
received.
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A party
may from time to time change the address to which notices to it are to be
delivered or mailed hereunder by notice given in accordance with the provisions
of this Section 17(c).
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(d)
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Severability. Whenever
possible, each provision of this Warrant shall be interpreted in such
manner as to be effective and valid under applicable law, but if any
provision of this Warrant is held to be invalid, illegal or unenforceable
in any respect under any applicable law or rule in any jurisdiction, such
invalidity, illegality or unenforceability shall not affect the validity,
legality or enforceability of any other provision of this Warrant in such
jurisdiction or affect the validity, legality or enforceability of any
provision in any other jurisdiction, but this Warrant shall be reformed,
construed and enforced in such jurisdiction as if such invalid, illegal or
unenforceable provision had never been contained
herein.
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(e)
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No
Impairment. The Company will not, by amendment of its
Certificate of Incorporation or through any reorganization, transfer of
assets, consolidation, merger, dissolution, issue or sale of securities or
any other voluntary action, avoid or seek to avoid the observance or
performance of any of the terms of this Warrant, but will at all times in
good faith assist in the carrying out of all such terms and in the taking
of all such action as may be necessary or appropriate in order to protect
the rights of the Holder against impairment. Without limiting
the generality of the foregoing, the Company (a) will not increase the par
value of any Warrant Shares above the amount payable therefor on such
exercise, and (b) will take all such action as may be reasonably necessary
or appropriate in order that the Company may validly and legally issue
fully paid and nonassessable Warrant Shares on the exercise of this
Warrant.
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Page 8 of
11
IN WITNESS WHEREOF, the
Company has caused this Warrant to be executed by its officers thereunto duly
authorized.
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VUZIX
CORPORATION
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By:
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/s/ Paul Travers
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Name: Paul
Travers
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Title:
President
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Page 9 of
11
NOTICE OF
EXERCISE
To: VUZIX
CORPORATION
(1) The
undersigned hereby elects to exercise the attached Warrant for and to purchase
thereunder, ______ shares of Common Stock, [and herewith makes payment therefor
of $_______], resulting in ______ shares of Common Stock issuable
hereunder].
(2) Please
issue a certificate or certificates representing said shares of Common Stock in
the name of the undersigned or in such other name as is specified below (please
provide a Taxpayer ID if being registered in another name):
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(Name)
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(Address)
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(US
Tax ID
#)
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(3) Please
issue a new Warrant for the unexercised portion of the attached Warrant
(________ remaining Warrants after this exercise) in the name of the undersigned
or in such other name as is specified below):
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(Name)
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(Date)
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(Signature)
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(Address)
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Dated:
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Signature
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Page 10
of 11
ASSIGNMENT
FORM
(To
assign the foregoing warrant, execute
this form
and supply required information.
Do not
use this form to exercise the warrant.)
FOR
VALUE RECEIVED, the foregoing Warrant and all rights evidenced thereby are
hereby assigned to
_______________________________________________
whose address is
________________________________________________________________
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________________________________________
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____________________
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(Tax
Payer ID)
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Dated: ______________,
________
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Holder’s
Signature:
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Holder’s
Address:
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Signature Guaranteed:
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NOTE: The
signature to this Assignment Form must correspond with the name as it appears on
the face of the Warrant, without alteration or enlargement or any change
whatsoever, and must be guaranteed by a bank or trust
company. Officers of corporations and those acting in an fiduciary or
other representative capacity should file proper evidence of authority to assign
the foregoing Warrant.
Page 11
of 11