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MISCELLANEOUS
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IN WITNESS WHEREOF, the parties hereto have caused this Securities Purchase Agreement to be duly executed by their respective authorized signatories as of the date first indicated above.
VAPOR CORP.
| Address for Notice: |
By:__________________________________________ Name: Title: With a copy to (which shall not constitute notice): | Fax: |
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[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
SIGNATURE PAGE FOR PURCHASER FOLLOWS]
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[PURCHASER SIGNATURE PAGES TO VPCO SECURITIES PURCHASE AGREEMENT]
IN WITNESS WHEREOF, the undersigned have caused this Securities Purchase Agreement to be duly executed by their respective authorized signatories as of the date first indicated above.
Name of Purchaser: ________________________________________________________
Signature of Authorized Signatory of Purchaser: __________________________________
Name of Authorized Signatory: ____________________________________________________
Title of Authorized Signatory: _____________________________________________________
Email Address of Authorized Signatory: ______________________________________________
Facsimile Number of Authorized Signatory: _____________________________________________
Address for Notice to Purchaser:
Address for Delivery of Securities to Purchaser (if not same as address for notice):
Subscription Amount: $_________________
Shares: _________________
Warrant Shares: __________________
EIN Number: _______________________
[SIGNATURE PAGES CONTINUE]
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a. | First, the Company shall reduce or eliminate any securities to be included other than Registrable Securities; and |
b. | Second, the Company shall reduce Registrable Securities represented by Warrant Shares (applied, in the case that some Warrant Shares may be registered, to the Holders on a pro rata basis based on the total number of unregistered Warrant Shares held by such Holders. |
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VAPOR CORP. | ||
By: | ||
Name: | ||
Title: |
Name of Holder: |
Signature of Authorized Signatory of Holder: |
Name of Authorized Signatory: |
Title of Authorized Signatory: |
● | ordinary brokerage transactions and transactions in which the broker-dealer solicits purchasers; |
● | block trades in which the broker-dealer will attempt to sell the securities as agent but may position and resell a portion of the block as principal to facilitate the transaction; |
● | purchases by a broker-dealer as principal and resale by the broker-dealer for its account; |
● | an exchange distribution in accordance with the rules of the applicable exchange; |
● | privately negotiated transactions; |
● | settlement of short sales; |
● | in transactions through broker-dealers that agree with the Selling Stockholders to sell a specified number of such securities at a stipulated price per security; |
● | through the writing or settlement of options or other hedging transactions, whether through an options exchange or otherwise; |
● | a combination of any such methods of sale; or |
● | any other method permitted pursuant to applicable law. |
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1. | Name. |
(a) | Full Legal Name of Selling Stockholder |
(b) | Full Legal Name of Registered Holder (if not the same as (a) above) through which Registrable Securities are held: |
(c) | Full Legal Name of Natural Control Person (which means a natural person who directly or indirectly alone or with others has power to vote or dispose of the securities covered by this Questionnaire): |
2. Address for Notices to Selling Stockholder: |
Telephone: |
Fax: |
Contact Person: |
3. Broker-Dealer Status: |
(a) | Are you a broker-dealer? |
(b) | If “yes” to Section 3(a), did you receive your Registrable Securities as compensation for investment banking services to the Company? |
Note: | If “no” to Section 3(b), the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. |
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(c) | Are you an affiliate of a broker-dealer? |
(d) | If you are an affiliate of a broker-dealer, do you certify that you purchased the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? |
Note: | If “no” to Section 3(d), the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. |
4. Beneficial Ownership of Securities of the Company Owned by the Selling Stockholder. |
(a) | Type and Amount of other securities beneficially owned by the Selling Stockholder: |
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5. Relationships with the Company: |
State any exceptions here: |
Date: | Beneficial Owner: | ||||
By: | |||||
Name: | |||||
Title: |
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Warrant Shares: [_______ | Initial Exercise Date: [_______, 2015 |
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VAPOR CORP. | ||
By: | ||
Name: | ||
Title: |
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Name of Investing Entity: | ||||||
Signature of Authorized Signatory of Investing Entity: | ||||||
Name of Authorized Signatory: | ||||||
Title of Authorized Signatory: | ||||||
Date: |
Name: | ||||
(Please Print) | ||||
Address: | ||||
(Please Print) | ||||
Dated: _______________ __, ______ | ||||
Holder’s Signature: | ||||
Holder’s Address: |