WARRANT TO PURCHASE COMMON STOCK of DATAKEY, INC. a Minnesota corporation Void after October 17, 2010Lipkin Raymond A • October 27th, 2003 • Miscellaneous electrical machinery, equipment & supplies
This certifies that, for value received, Raymond A. Lipkin, or his successors or assigns (“Holder”), is entitled during the Exercise Period (as defined below), subject to the terms set forth below, to purchase from Datakey, Inc., a Minnesota corporation (the “Company”), up to 1,000,000 shares of the common stock of the Company (“Common Stock”) at the price of $0.77 per share (the “Purchase Price”), upon surrender of this Warrant at the principal office of the Company referred to below, with the subscription form attached hereto (the “Subscription Form”) duly executed, and simultaneous payment therefor in the manner specified in Section 1 hereof or in accordance with Section 5 hereof. The Purchase Price and the number of shares of capital stock purchasable hereunder are subject to adjustment as provided in Section 3 of this Warrant. This Warrant is issued in connection with that certain Secured Convertible Promissory Note, dated as of the date hereof, executed by the Company in favor of
INTER-CREDITOR AGREEMENTInter-Creditor Agreement • October 27th, 2003 • Lipkin Raymond A • Miscellaneous electrical machinery, equipment & supplies • Minnesota
THIS INTER-CREDITOR AGREEMENT is made effective this 17th day of October, 2003 by and among Mark Ravich and Richard Broms, (collectively, the “Collateral Agents”), and the lenders identified in Appendix A hereto (collectively the “Lenders” and each individually a “Lender”).
SECURITY AGREEMENTSecurity Agreement • October 27th, 2003 • Lipkin Raymond A • Miscellaneous electrical machinery, equipment & supplies • Minnesota
THIS SECURITY AGREEMENT (the “Agreement”), dated and effective as of this 17th day of October, 2003, is made by DATAKEY, INC., a Minnesota corporation, with its chief executive office at 407 West Travelers Trail, Burnsville, Minnesota 55337 (hereinafter referred to as the “Debtor”), in favor of Mark Ravich and Richard Broms, each an individual, as agents (the “Agents”) for the benefit of all the investors (the “Lenders”) who purchased those certain Secured Convertible Promissory Notes issued by the Debtor dated of even date herewith (the “Secured Notes”) pursuant to that certain Secured Convertible Promissory Note Purchase Agreement, dated as of the date hereof, by and between the Debtor and the Lenders (the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 27th, 2003 • Lipkin Raymond A • Miscellaneous electrical machinery, equipment & supplies • Minnesota
This Registration Rights Agreement (this “Agreement”) is made and entered into as of the 17th day of October, 2003, by and among Datakey, Inc., a Minnesota corporation (the “Company”) and each Investor listed on Exhibit A attached hereto and incorporated herein by reference (each, an “Investor” and collectively, the “Investors”).
GRANT OF SECURITY INTEREST IN PATENTS, TRADEMARKS AND LICENSESLipkin Raymond A • October 27th, 2003 • Miscellaneous electrical machinery, equipment & supplies • Minnesota
THIS GRANT OF SECURITY INTEREST IN PATENTS, TRADEMARKS AND LICENSES (this “Agreement”) dated and effective as of this 17th day of October, 2003, is made by DATAKEY, INC., a Minnesota corporation, with its chief executive office at 407 West Travelers Trail, Burnsville, Minnesota 55337 (hereinafter referred to as the “Debtor”), in favor of Mark Ravich and Richard Broms, each an individual, as agents (the “Agents”) for the benefit of all the investors (“Lenders”) who purchased those certain Secured Convertible Promissory Notes issued by the Debtor dated of even date herewith (the “Secured Notes”) pursuant to that certain Secured Convertible Promissory Note Purchase Agreement, dated as of the date hereof, by and between the Debtor and the Lenders (the “Purchase Agreement”).
