Exhibit 4.4


 


Warrant No. 2015-A-___


 


 


 





 


NEITHER THE WARRANT NOR THE SHARES ISSUABLE
UPON EXERCISE OF THE WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”),
OR UNDER THE SECURITIES LAWS OF ANY STATES. THE WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THE WARRANT ARE SUBJECT TO RESTRICTIONS
ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND THE APPLICABLE
STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM, OR OTHERWISE SET FORTH IN A SECURITIES PURCHASE AGREEMENT
DATED AS OF JUNE __, 2015. UNLESS SOLD PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, THE ISSUER OF
THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT REGISTRATION
IS NOT REQUIRED UNDER THE SECURITIES ACT.


 


Right
to


Purchase
[ ]


Shares
of


Common
Stock,


par
value $.0001


per
share


 


STOCK PURCHASE WARRANT


 


THIS CERTIFIES THAT, for value received,
[ ] (the “Holder”) or its registered assigns, is entitled to purchase from ID Global Solutions Corporation,
a Delaware corporation (the “Company”), at any time or from time to time during the period specified in Paragraph 2
hereof, [ ] fully paid and nonassessable shares of the Company’s Common Stock, par value $.0001 per share (the “Common
Stock”), at an exercise price per share equal to $0.05 (the “Exercise Price”). The term “Warrant Shares,”
as used herein, refers to the shares of Common Stock purchasable hereunder. The Warrant Shares and the Exercise Price are subject
to adjustment as provided in Paragraph 4 hereof. The term “Warrants” means this Warrant and the other warrants issued
pursuant to that certain Securities Purchase Agreement, dated June __, 2015, by and among the Company and the Buyers listed on
the execution page thereof (the “Securities Purchase Agreement”).


 


This Warrant is subject to the following
terms, provisions, and conditions:


 


  1.                  Manner
of Exercise; Issuance of Certificates; Payment for Shares. Subject to the provisions hereof, this Warrant may be
exercised by the Holder, in whole or in part, by the surrender of this Warrant, together with a completed exercise
agreement in the form attached hereto (the “Exercise Agreement”), to the Company during normal business hours on
any business day at the Company’s principal executive offices (or such other office or agency of the Company as it may
designate by notice to the Holder), and upon payment to the Company in cash, by certified or official bank check or by wire
transfer for the account of the Company of the Exercise Price for the Warrant Shares specified in the Exercise Agreement. The
Warrant Shares so purchased shall be deemed to be issued to the Holder or such Holder’s designee, as the record owner
of such shares, as of the close of business on the date on which this Warrant shall have been surrendered, the completed
Exercise Agreement shall have been delivered, and payment shall have been made for such shares as set forth above.
Certificates for the Warrant Shares so purchased, representing the aggregate number of shares specified in the Exercise
Agreement, shall be delivered to the Holder within a reasonable time, not exceeding three (3) business days, after this
Warrant shall have been so exercised. If this Warrant shall have been exercised only in part, then, unless this Warrant has
expired, the Company shall, at its expense, at the time of delivery of such certificates, deliver to the Holder a new Warrant
representing the number of shares with respect to which this Warrant shall not then have been exercised.


 






    	



    	 



    

 


 





If at any time on or
after the six month anniversary of the issue date of this Warrant there is no Form S-1 Registration Statement effective and available
for use by the Holder to resell the Warrant Shares immediately upon exercise of this Warrant, this Warrant may also be exercised,
in whole or in part, at such time by means of a “cashless exercise” in which the Holder shall be entitled to receive
a certificate for the number of Warrant Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where:


 


(A) = the average VWAP on the
thirty (30) Trading Days immediately preceding the date on which Holder elects to exercise this Warrant by means of a
“cashless exercise,” as set forth in the applicable Notice of Exercise;


 


(B) = the Exercise Price of this
Warrant, as adjusted hereunder; and


 


(X) = the number of Warrant
Shares that would be issuable upon exercise of this Warrant in accordance with the terms of this Warrant if such exercise were
by means of a cash exercise rather than a cashless exercise.


 


 


Notwithstanding anything in this Warrant to
the contrary, in no event shall the Holder be entitled to exercise a number of Warrants (or portions thereof) in excess of the
number of Warrants (or portions thereof) upon exercise of which the sum of (i) the number of shares of Common Stock beneficially
owned by the Holder and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership
of the unexercised Warrants and the unexercised or unconverted portion of any other securities of the Company (including the Notes
(as defined in the Securities Purchase Agreement)) subject to a limitation on conversion or exercise analogous to the limitation
contained herein) and (ii) the number of shares of Common Stock issuable upon exercise of the Warrants (or portions thereof) with
respect to which the determination described herein is being made, would result in beneficial ownership by the Holder and its affiliates
of more than 4.9% of the outstanding shares of Common Stock. For purposes of the immediately preceding sentence, beneficial ownership
shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulation 13D-G thereunder,
except as otherwise provided in clause (i) of the preceding sentence. Notwithstanding anything to the contrary contained herein,
the limitation on exercise of this Warrant set forth herein may not be amended without (i) the written consent of the Holder and
the Company and (ii) the approval of a majority of shareholders of the Company.


 






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  2.                 
Period of Exercise. This Warrant is exercisable at any
time or from time to time on or after the date on which this Warrant is issued and delivered pursuant to the terms of the Securities
Purchase Agreement and before 6:00 p.m., New York, New York time on the fifth (5th) anniversary of the date of issuance (the “Exercise
Period”). 


 


 


  3.                 
Certain Agreements of the Company. The Company hereby covenants and agrees as follows:


 


      (a)              
Shares to be Fully Paid. All Warrant Shares will, upon issuance in accordance with the terms of this Warrant,
be validly issued, fully paid, and nonassessable and free from all taxes, liens, and charges with respect to the issue thereof.


 


     (b)              
Reservation of Shares. During the Exercise Period, the Company shall at all times have authorized, and reserved
for the purpose of issuance upon exercise of this Warrant, a sufficient number of shares of Common Stock to provide for the exercise
of this Warrant.


 


     (c)               
Successors and Assigns. This Warrant will be binding upon any entity succeeding to the Company by merger, consolidation,
or acquisition of all or substantially all the Company’s assets.


 


  4.                 
Antidilution Provisions. During the Exercise Period, the Exercise Price and the number of Warrant Shares shall
be subject to adjustment from time to time as provided in this Paragraph 4.


 


 In the event that any adjustment of the
Exercise Price as required herein results in a fraction of a cent, such Exercise Price shall be rounded up to the nearest cent.


 


     (a)              
Adjustment of Exercise Price and Number of Shares upon Issuance of Common Stock. Except as otherwise provided,
for a period equal to the longer of (i) one (1) year following the date of issuance or (ii) as long as the Secured Convertible
Debenture issued to the Holder as of the same date hereof is outstanding, the Company issues or sells shares of Common Stock for
no consideration or for a consideration per share (before deduction of reasonable expenses or commissions or underwriting discounts
or allowances in connection therewith) less than the Exercise Price, on the date of issuance (a “Dilutive Issuance”),
then immediately upon the Dilutive Issuance, the Exercise Price will be reduced to the price of such Dilutive Issuance. No adjustment
to the Exercise Price will be made for issuances for compensation purposes or for issuances utilized in strategic relationships
or acquisitions. The Exercise Price will not be reduced below $0.01.


 


     (b)              
Subdivision or Combination of Common Stock. If the Company at any time subdivides (by any stock split, stock
dividend, recapitalization, reorganization, reclassification or otherwise) the shares of Common Stock acquirable hereunder into
a greater number of shares, then, after the date of record for effecting such subdivision, the Exercise Price in effect immediately
prior to such subdivision will be proportionately reduced. If the Company at any time combines (by reverse stock split, recapitalization,
reorganization, reclassification or otherwise) the shares of Common Stock acquirable hereunder into a smaller number of shares,
then, after the date of record for effecting such combination, the Exercise Price in effect immediately prior to such combination
will be proportionately increased.


 






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      (c)               
Adjustment in Number of Shares. Upon each adjustment of the Exercise Price pursuant to the provisions of this
Paragraph 4, the number of shares of Common Stock issuable upon exercise of this Warrant shall be adjusted by multiplying a number
equal to the Exercise Price in effect immediately prior to such adjustment by the number of shares of Common Stock issuable upon
exercise of this Warrant immediately prior to such adjustment and dividing the product so obtained by the adjusted Exercise Price.


 


      (d)              
Consolidation, Merger or Sale. In case of any consolidation of the Company with, or merger of the Company into
any other corporation, or in case of any sale or conveyance of all or substantially all of the assets of the Company other than
in connection with a plan of complete liquidation of the Company, then as a condition of such consolidation, merger or sale or
conveyance, adequate provision will be made whereby the Holder will have the right to acquire and receive upon exercise of this
Warrant in lieu of the shares of Common Stock immediately theretofore acquirable upon the exercise of this Warrant, such shares
of stock, securities or assets as may be issued or payable with respect to or in exchange for the number of shares of Common Stock
immediately theretofore acquirable and receivable upon exercise of this Warrant had such consolidation, merger or sale or conveyance
not taken place. In any such case, the Company will make appropriate provision to insure that the provisions of this Paragraph
4 hereof will thereafter be applicable as nearly as may be in relation to any shares of stock or securities thereafter deliverable
upon the exercise of this Warrant. The Company will not effect any consolidation, merger or sale or conveyance unless prior to
the consummation thereof, the successor corporation (if other than the Company) assumes by written instrument the obligations
under this Paragraph 4 and the obligations to deliver to the Holder such shares of stock, securities or assets as, in accordance
with the foregoing provisions, the Holder may be entitled to acquire.


 


  5.                 
Issue Tax. The issuance of certificates for Warrant Shares upon the exercise of this Warrant shall be made without
charge to the Holder or such shares for any issuance tax or other costs in respect thereof, provided that the Company shall not
be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any certificate
in a name other than the Holder.


 


  6.                 
No Rights or Liabilities as a Shareholder. This Warrant shall not entitle the Holder to any voting rights or
other rights as a shareholder of the Company. No provision of this Warrant, in the absence of affirmative action by the Holder
to purchase Warrant Shares, and no mere enumeration herein of the rights or privileges of the Holder, shall give rise to any liability
of such Holder for the Exercise Price or as a shareholder of the Company, whether such liability is asserted by the Company or
by creditors of the Company.


 


7.                  
Transfer, Exchange, and Replacement of Warrant.


 


       (a)              
Restriction on Transfer. This Warrant and the rights granted to the Holder are transferable, in whole or in part,
upon surrender of this Warrant, together with a properly executed assignment in the form attached hereto, at the office or agency
of the Company, provided, however, that any transfer or assignment shall be subject to the conditions set forth in Paragraph 7(f)
hereof and to the applicable provisions of the Securities Purchase Agreement. Until due presentment for registration of transfer
on the books of the Company, the Company may treat the registered Holder as the owner and holder of this Warrant for all purposes,
and the Company shall not be affected by any notice to the contrary.


 






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     (b)              
Warrant Exchangeable for Different Denominations. This Warrant is exchangeable, upon the surrender hereof by
the Holder at the office or agency of the Company, for new Warrants of like tenor representing in the aggregate the right to purchase
the number of shares of Common Stock which may be purchased hereunder, each of such new Warrants to represent the right to purchase
such number of shares as shall be designated by the Holder at the time of such surrender.


 


     (c)               
Replacement of Warrant. Upon receipt of evidence reasonably satisfactory to the Company of the loss, theft, destruction,
or mutilation of this Warrant and, in the case of any such loss, theft, or destruction, upon delivery of an indemnity agreement
reasonably satisfactory in form and amount to the Company, or, in the case of any such mutilation, upon surrender and cancellation
of this Warrant, the Company, at its expense, will execute and deliver, in lieu thereof, a new Warrant of like tenor.


 


     (d)              
Cancellation; Payment of Expenses. Upon the surrender of this Warrant in connection with any transfer, exchange,
or replacement as provided in this Paragraph 7, this Warrant shall be promptly canceled by the Company. The Company shall pay all
taxes (other than securities transfer taxes) and all other expenses (other than legal expenses, if any, incurred by the Holder
or transferees) and charges payable in connection with the preparation, execution, and delivery of Warrants pursuant to this Paragraph
7.


 


     (e)               
Register. The Company shall maintain, at its principal executive offices (or such other office or agency of the
Company as it may designate by notice to the Holder), a register for this Warrant, in which the Company shall record the name and
address of the person in whose name this Warrant has been issued, as well as the name and address of each transferee and each prior
owner of this Warrant.


 


     (f)                
Exercise or Transfer Without Registration. If, at the time of the surrender of this Warrant in connection with
any exercise, transfer, or exchange of this Warrant, this Warrant (or, in the case of any exercise, the Warrant Shares issuable
hereunder), shall not be registered under the Securities Act of 1933, as amended (the “Securities Act”) and under applicable
state securities or blue sky laws, the Company may require, as a condition of allowing such exercise, transfer, or exchange, (i)
that the Holder or transferee of this Warrant, as the case may be, furnish to the Company a written opinion of counsel, which opinion
and counsel are acceptable to the Company, to the effect that such exercise, transfer, or exchange may be made without registration
under said Act and under applicable state securities or blue sky laws, (ii) that the Holder or transferee execute and deliver to
the Company an investment letter in form and substance acceptable to the Company and (iii) that the transferee be an “accredited
investor” as defined in Rule 501(a) promulgated under the Securities Act; provided that no such opinion, letter or status
as an “accredited investor” shall be required in connection with a transfer pursuant to Rule 144 under the Securities
Act. The first holder of this Warrant, by taking and holding the same, represents to the Company that such holder is acquiring
this Warrant for investment and not with a view to the distribution thereof. In no event shall the Holder be permitted to assign
the Warrant unless provided with express written consent by the Company.


 


  8.                 
[Intentionally Omitted]  


 






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  9.                  Notices.
All notices, requests, and other communications required or permitted to be given or delivered hereunder to the Holder shall
be in writing, and shall be personally delivered, or shall be sent by certified or registered mail or by recognized overnight
mail courier, postage prepaid and addressed, to such holder at the address shown for such holder on the books of the Company,
or at such other address as shall have been furnished to the Company by notice from such holder. All notices, requests, and
other communications required or permitted to be given or delivered hereunder to the Company shall be in writing, and
shall be personally delivered, or shall be sent by certified or registered mail or by recognized overnight mail courier,
postage prepaid and addressed, to the office of the Company at the address set forth in the Purchase Agreement, or at such
other address as shall have been furnished to the Holder by notice from the Company. Any such notice, request, or other
communication may be sent by facsimile, but shall in such case be subsequently confirmed by a writing personally delivered or
sent by certified or registered mail or by recognized overnight mail courier as provided above. All notices, requests, and
other communications shall be deemed to have been given either at the time of the receipt thereof by the person entitled to
receive such notice at the address of such person for purposes of this Paragraph 9, or, if mailed by registered or certified
mail or with a recognized overnight mail courier upon deposit with the United States Post Office or such overnight mail
courier, if postage is prepaid and the mailing is properly addressed, as the case may be.


 


  10.               Governing Law. THIS WARRANT SHALL BE ENFORCED, GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE
STATE OF FLORIDA APPLICABLE TO AGREEMENTS MADE AND TO BE PERFORMED ENTIRELY WITHIN SUCH STATE, WITHOUT REGARD TO THE PRINCIPLES
OF CONFLICT OF LAWS. THE PARTIES HERETO HEREBY SUBMIT TO THE EXCLUSIVE JURISDICTION OF THE UNITED STATES FEDERAL COURTS LOCATED
IN ORLANDO, FLORIDA WITH RESPECT TO ANY DISPUTE ARISING UNDER THIS WARRANT, THE AGREEMENTS ENTERED INTO IN CONNECTION HEREWITH
OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY. BOTH PARTIES IRREVOCABLY WAIVE THE DEFENSE OF AN INCONVENIENT FORUM TO THE
MAINTENANCE OF SUCH SUIT OR PROCEEDING. BOTH PARTIES FURTHER AGREE THAT SERVICE OF PROCESS UPON A PARTY MAILED BY FIRST CLASS
MAIL SHALL BE DEEMED IN EVERY RESPECT EFFECTIVE SERVICE OF PROCESS UPON THE PARTY IN ANY SUCH SUIT OR PROCEEDING. NOTHING HEREIN
SHALL AFFECT EITHER PARTY’S RIGHT TO SERVE PROCESS IN ANY OTHER MANNER PERMITTED BY LAW. BOTH PARTIES AGREE THAT A FINAL
NON-APPEALABLE JUDGMENT IN ANY SUCH SUIT OR PROCEEDING SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN OTHER JURISDICTIONS BY SUIT
ON SUCH JUDGMENT OR IN ANY OTHER LAWFUL MANNER. THE PARTY WHICH DOES NOT PREVAIL IN ANY DISPUTE ARISING UNDER THIS WARRANT SHALL
BE RESPONSIBLE FOR ALL FEES AND EXPENSES, INCLUDING ATTORNEYS’ FEES, INCURRED BY THE PREVAILING PARTY IN CONNECTION WITH
SUCH DISPUTE.


 


11.               
Miscellaneous.


 


      (a)              
Amendments. This Warrant and any provision hereof may only be amended by an instrument in writing signed by the
Company and the Holder.


 


      (b)              
Descriptive Headings. The descriptive headings of the several paragraphs of this Warrant are inserted for purposes
of reference only, and shall not affect the meaning or construction of any of the provisions hereof.


 






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     (c)               
Remedies. The Company acknowledges that a breach by it of its obligations hereunder will cause irreparable harm
to the Holder, by vitiating the intent and purpose of the transaction contemplated hereby. Accordingly, the Company acknowledges
that the remedy at law for a breach of its obligations under this Warrant will be inadequate and agrees, in the event of a breach
or threatened breach by the Company of the provisions of this Warrant, that the Holder shall be entitled, in addition to all other
available remedies at law or in equity, and in addition to the penalties assessable herein, to an injunction or injunctions restraining,
preventing or curing any breach of this Warrant and to enforce specifically the terms and provisions thereof, without the necessity
of showing economic loss and without any bond or other security being required.


 


 


[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]


 


 


 






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IN WITNESS WHEREOF, the Company has
caused this Warrant to be signed by its duly authorized officer.


 





	 	ID GLOBAL SOLUTIONS CORPORATION
	 	 
	 		
	 	By:	 
	 	 	Thomas R. Szoke
	 	 	Chief Executive Officer



  





Dated as of June __, 2015


 


 






    	 



    	 



    

 





FORM OF EXERCISE AGREEMENT


 


     Dated: ________
__, 20__


 


 


 


To:______________________


 


 


 


 





The undersigned, pursuant to the provisions
set forth in the within Warrant, hereby agrees to purchase ________ shares of Common Stock covered by such Warrant. The undersigned
intends that payment of the Exercise Price shall be made as (check one):


 


____ “cash exercise” in the
amount of $_________


 


____ “cashless exercise” pursuant
to Section 1 of the Warrant.


 


 


 


Please issue a certificate or certificates
for such shares of Common Stock in the name of and pay any cash for any fractional share to:


 


 


	 	Name:	 
	 	 	 
	 	 	 
	 	Signature: 	 
	 	Address:	 
	 	 	 
	 	 	 
	 	 	 
	 	Note:	The above signature should correspond exactly with the name on the face of the within Warrant, if applicable.
	 	 	 






 





 






    	 



    	 



    

 


FORM OF ASSIGNMENT


 


 


 


 





FOR VALUE RECEIVED,
the undersigned hereby sells, assigns, and transfers all the rights of the undersigned under the within Warrant, with respect to
the number of shares of Common Stock covered thereby set forth hereinbelow, to:


 


 


	Name of Assignee	Address	No of Shares






 


 


 


 





 


 


, and hereby irrevocably constitutes and appoints ___________________________________
as agent and attorney-in-fact to transfer said Warrant on the books of the within-named corporation, with full power of substitution
in the premises.


 


 


 


Dated:________ __, 20__


 


 


 


 


	In the presence of: 		 
	 	Name:	 
	 	 	 
	 	 	 
	 	Signature: 	 
	 	Title of Signing Officer or Agent (if any):
	 	 	 
	 	 	 
	 	Address:	 	 
	 	 	 	 
	 	 	 	 
	 	 	 	 
	 	 	 	 
	 	Note:	 	The above signature should correspond exactly with the name on the face of the within Warrant, if applicable.