ALL FUELS & ENERGY COMPANY SERIES A WARRANT

Contract Categories: Business Finance - Warrant Agreements
EX-4.5 6 ex4-5.htm EXHIBIT 4.5
EXHIBIT 4.5
 

THE SECURITIES REPRESENTED HEREBY MAY NOT BE TRANSFERRED UNLESS (I) SUCH SECURITIES HAVE BEEN REGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED, (II) SUCH SECURITIES MAY BE SOLD PURSUANT TO RULE 144 WITHOUT RESTRICTION, OR (III) THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSFER MAY LAWFULLY BE MADE WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933 OR QUALIFICATION UNDER APPLICABLE STATE SECURITIES LAWS. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY THE SECURITIES


ALL FUELS & ENERGY COMPANY

SERIES A WARRANT


            For VALUE RECEIVED, Jinsun, LLC (“Warrantholder”), is entitled to purchase, subject to the provisions of this Warrant, from All Fuels & Energy Company, a Delaware corporation (“Company”), at any time from and after the Company effects the Reverse Split (as defined in the Purchase Agreement) (the “Initial Exercise Date”) and not later than 5:00 P.M., Eastern time, on August 15, 2015 (the “Expiration Date”), at an exercise price per share equal to $0.25 (the exercise price in effect being herein called the “Warrant Price”), 42,000,000 shares (“Warrant Shares”) of the Company’s Common Stock (“Common Stock”). The number of Warrant Shares purchasable upon exercise of this Warrant and the Warrant Price shall be subject to adjustment from time to time as described herein.


            This Warrant is issued by the Company pursuant to that certain Securities Purchase Agreement dated August 15, 2011, among the Company and the Warrantholder (the “Purchase Agreement”).