EXHIBIT 10.13 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of the ____ day of ______, 2005, by and among: Ardent Acquisition Corporation, a Delaware corporation (the "Company"); and the...Registration Rights Agreement • December 6th, 2004 • Ardent Acquisition CORP • New York
American Fund Advisors, Inc. 1415 Kellum Place, Suite 205 Garden City, New York 11530 Gentlemen: This letter will confirm our agreement that, commencing on the effective date ("Effective Date") of the registration statement for the initial public...Service Agreement • December 6th, 2004 • Ardent Acquisition CORP
This letter will confirm our agreement that, commencing on the effective date ("Effective Date") of the registration statement for the initial public offering ("IPO") of the securities of Ardent Acquisition Corporation ("AAC") and continuing until (the "Termination Date") the earlier of the consummation by AAC of a "Business Combination" or the distribution of AAC's "Trust Fund" (as such terms are described in AAC's IPO prospectus), American Fund Advisors, Inc. shall make available to AAC certain office and secretarial services as may be required by AAC from time to time, situated at 1415 Kellum Place, Suite 205, Garden City, New York 11530. In exchange therefore, AAC shall pay American Fund Advisors, Inc. the sum of $7,500 per month on the Effective Date and continuing monthly thereafter until the Termination Date.
BETWEENUnderwriting Agreement • January 26th, 2005 • Ardent Acquisition CORP • Blank checks • New York
BETWEENStock Purchase Agreement • October 4th, 2006 • Ardent Acquisition CORP • Blank checks • New York
AVANTAIR, INC.Investor Rights Agreement • October 4th, 2006 • Ardent Acquisition CORP • Blank checks • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 2nd, 2009 • Avantair, Inc • Air transportation, nonscheduled • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2009, between Avantair, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
EXHIBIT 4.5 WARRANT AGREEMENT Agreement made as of __________ ___, 2005 between Ardent Acquisition Corporation, a Delaware corporation, with offices at 1415 Kellum Place, Suite 205, Garden City, New York 11530 ("Company"), and Continental Stock...Warrant Agreement • January 26th, 2005 • Ardent Acquisition CORP • Blank checks • New York
November 18, 2004 EarlyBirdCapital, Inc. 600 Third Avenue 33rd Floor New York, New York 10016 Re: ARDENT ACQUISITION CORPORATION Gentlemen: This letter will confirm the agreement of the undersigned to purchase warrants ("Warrants") of Ardent...Warrant Purchase Agreement • December 6th, 2004 • Ardent Acquisition CORP
This letter will confirm the agreement of the undersigned to purchase warrants ("Warrants") of Ardent Acquisition Corporation ("Company") included in the units ("Units") being sold in the Company's initial public offering ("IPO") upon the terms and conditions set forth herein. Each Unit is comprised of one share of Common Stock and two Warrants. The shares of Common Stock and Warrants will not be separately tradeable until 90 days after the effective date of the Company's IPO unless EarlyBirdCapital, Inc. ("EBC") informs the Company of its decision to allow earlier separate trading.
EXHIBIT 10.9 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of ___________, 2005 by and between Ardent Acquisition Corporation (the "Company") and Continental Stock Transfer & Trust Company ("Trustee"). WHEREAS, the Company's...Investment Management Trust Agreement • January 26th, 2005 • Ardent Acquisition CORP • Blank checks
EXHIBIT 10.10 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of ____________, 2005 ("Agreement"), by and among ARDENT ACQUISITION CORPORATION, a Delaware corporation ("Company"), BARRY J. GORDON, HARVEY GRANAT, MARC H. KLEE, ALAN J....Stock Escrow Agreement • January 26th, 2005 • Ardent Acquisition CORP • Blank checks • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 8th, 2013 • Avantair, Inc • Air transportation, nonscheduled • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 6th day of February, 2013 by and among Avantair, Inc., a Delaware corporation (the “Company”), and David M. Greenhouse, Special Situations Fund III QP, L.P., Special Situations Cayman Fund, L.P. and Special Situations Private Equity Fund, L.P. (each, an “Investor” and, collectively, the “Investors”). Capitalized terms used herein have the respective meanings ascribed thereto in the Settlement Agreement (as defined below) unless otherwise defined herein.
Delivery and Payment: Delivery of the Units shall be made on or about ________, 2005 or such later date as we may advise on not less than one day's notice to you, at the office of EarlyBirdCapital, Inc., 275 Madison Avenue, Suite 1203 , New York, New...Selected Dealers Agreement • January 26th, 2005 • Ardent Acquisition CORP • Blank checks • New York
LOAN AGREEMENT PAGE 1Loan Agreement • October 4th, 2006 • Ardent Acquisition CORP • Blank checks • Nevada
OFPurchase Option Agreement • January 26th, 2005 • Ardent Acquisition CORP • Blank checks • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 6th, 2012 • Avantair, Inc • Air transportation, nonscheduled • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of November 30, 2012 by and Avantair, Inc., a Delaware corporation (the “Company”) and the investors parties hereto (the “Investors”).
FLOOR PLAN FINANCE AGREEMENTFloor Plan Finance Agreement • August 5th, 2008 • Avantair, Inc • Air transportation, nonscheduled
This Floor Plan Finance Agreement (“Agreement”) is between AVANTAIR, INC., 4311 General Howard Drive, Clearwater, FL 33762, Telephone: 727-539-0071, Fax: 727-539-7007, hereinafter referred to as the "Borrower," and MIDSOUTH SERVICES, INC., or assigns, 800 Druid Road West, Clearwater, FL 33756, Telephone: 727-461-0635, Fax: 727-461-0734, hereinafter referred to as the "Lender." Escrow agent will be INSURED AIRCRAFT TITLE SERVICE, 4848 S.W. 36th Street, Oklahoma City, OK 73179, Telephone: 800-654-4882, Fax: 405-681-9299, hereinafter referred to as the "Escrow Agent."
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 11th, 2007 • Avantair, Inc • Air transportation, nonscheduled • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 5, 2007, by Avantair, Inc., a Delaware corporation (the “Company”), in favor of each of the investors listed on Exhibit A (each, an “Investor”).
WARRANT CLARIFICATION AGREEMENT ------------------------------- This Warrant Clarification Agreement (this "Agreement"), dated November 2, 2006, is to the Warrant Agreement, dated as of February 24, 2005 (the "Warrant Agreement"), by and between...Warrant Clarification Agreement • November 3rd, 2006 • Ardent Acquisition CORP • Blank checks • New York
PREFERRED STOCK PURCHASE AGREEMENT Dated December 5, 2007 by and between AVANTAIR, INC. and INVESTORS SET FORTH HEREINPreferred Stock Purchase Agreement • December 11th, 2007 • Avantair, Inc • Air transportation, nonscheduled • New York
PREFERRED STOCK PURCHASE AGREEMENT (“Agreement”), made and entered into this 5th day of December, 2007, by and between those investors set forth on Annex II attached hereto (each, a “Buyer” and collectively, “Buyers”), and Avantair, Inc., a Delaware corporation (the “Company”).
AMENDMENT NO. 1 TO THE WARRANT AGREEMENTWarrant Agreement • November 14th, 2008 • Avantair, Inc • Air transportation, nonscheduled • New York
This Amendment, dated as of November 14, 2008 (“Amendment”), is to the Warrant Agreement, dated as of February 24, 2005 (“Warrant Agreement”), by and between Ardent Acquisition Corporation, a Delaware corporation (presently known as Avantair, Inc., the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (“Warrant Agent”).
FLOOR PLAN FINANCE AGREEMENTFloor Plan Finance Agreement • March 17th, 2011 • Avantair, Inc • Air transportation, nonscheduled
This Floor Plan Finance Agreement (“Agreement”) is between AVANTAIR, INC., 4311 General Howard Drive, Clearwater, FL 33762, Telephone: 727-539-0071, Fax: 727-539-7007, hereinafter referred to as the "Borrower," and MIDSOUTH SERVICES, INC., or assigns, 611 S. Fort Harrison Ave., Suite 388, Clearwater, FL 33756, Telephone: 727-461-0635, Fax: 727-461-0734, hereinafter referred to as the "Lender." Escrow agent will be INSURED AIRCRAFT TITLE SERVICE, 4848 S.W. 36th Street, Oklahoma City, OK 73179, Telephone: 800-654-4882, Fax: 405-681-9299, hereinafter referred to as the "Escrow Agent."
AMENDMENT NO. 1 TO RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • December 6th, 2012 • Avantair, Inc • Air transportation, nonscheduled • Florida
THIS AMENDMENT NO. 1 TO RESTRICTED STOCK AGREEMENT (this “Amendment”) dated as of November 30, 2012, is made by and among Avantair, Inc., a Delaware corporation (the “Company”), and LW Air I, LLC, LW Air II, LLC, LW Air III, LLC, LW Air IV, LLC and LW Air V, LLC (each a “Holder”) and amends the Restricted Stock Agreement dated as of September 28, 2012 by and among the Company and the Holders (the “Original Restricted Stock Agreement,” and as amended by this Amendment, the “Restricted Stock Agreement”).
PIAGGIO AMERICA, INC. 1515 Perimeter Road West Palm Beach, FL 33406 P180 Avanti II Aircraft Purchase AgreementAircraft Purchase Agreement • March 8th, 2010 • Avantair, Inc • Air transportation, nonscheduled • New York
Cost of Aircraft/First Right of Refusal – As an inducement to SELLER to enter into this agreement, BUYER agrees to use all aircraft purchased hereunder for fractional ownership or charter business except as otherwise explicitly provided in this paragraph. BUYER acknowledges that SELLER would not have entered into this agreement but for BUYER’S compliance with the covenants set forth in this paragraph. [***]. BUYER shall not resell any aircraft purchased under this Agreement as a whole aircraft within [***]of delivery of that aircraft without first offering, in writing, to resell such aircraft to SELLER at a price equal to [***], which offer shall be binding on BUYER if accepted by SELLER as contemplated in this paragraph. BUYER agrees to offer any aircraft it proposes to resell as a whole aircraft to SELLER as provided in this paragraph prior to contacting any other entity and/or prior to placing such aircraft on the open market. SELLER must give BUYER written notice of its intention t
EMPLOYMENT AGREEMENTEmployment Agreement • July 19th, 2011 • Avantair, Inc • Air transportation, nonscheduled • Florida
THIS AGREEMENT is dated as of July 14, 2011 (the “Effective Date”), by and between Avantair, Inc., a Delaware corporation (the “Company”), and Stephen M. Wagman (the “Executive”).
SEPARATION AGREEMENT AND RELEASESeparation Agreement • May 14th, 2008 • Avantair, Inc • Air transportation, nonscheduled • New York
This Separation Agreement and Release (the “Agreement”), is made and entered as of the 14th day of April, 2008 (the “Effective Date”), by and between Avantair, Inc. (the “Company”) and John Waters (the “Executive”).
ContractCross Lease Exchange Agreement • January 26th, 2010 • Avantair, Inc • Air transportation, nonscheduled
Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment under Rule 24b-2 under the Securities Exchange Act of 1934. The omitted materials have been filed separately with the Securities and Exchange Commission.
NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • December 6th, 2012 • Avantair, Inc • Air transportation, nonscheduled • Delaware
This Note and Warrant Purchase Agreement (this “Agreement”), dated as of November 30, 2012, is made by and among Avantair, Inc., a Delaware corporation (the “Company”), and the initial purchasers identified on Annex I attached hereto (together with their respective successors and permitted assigns, the “Initial Purchasers”; the Initial Purchasers are each individually referred to herein as an “Initial Purchaser”) and the additional purchasers listed on Annex II attached hereto (together with their respective successors and permitted assigns, the “Additional Purchasers”; the Additional Purchasers are each individually referred to herein as an “Additional Purchaser”; the Additional Purchasers, together with the Initial Purchasers, are referred to herein as “Purchasers” and individual as a “Purchaser”).
SETTLEMENT AGREEMENTSettlement Agreement • February 8th, 2013 • Avantair, Inc • Air transportation, nonscheduled • New York
This Settlement Agreement (this “Agreement”), dated as of February 6th, 2013, is made by and among Avantair, Inc., a Delaware corporation (the “Company”), and David M. Greenhouse, Special Situations Fund III QP, L.P., Special Situations Cayman Fund, L.P. and Special Situations Private Equity Fund, L.P. (the “Holders”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 2nd, 2009 • Avantair, Inc • Air transportation, nonscheduled
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 30, 2009, by and among Avantair, Inc., a Delaware corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AND EXCHANGE AGREEMENTSecurities Purchase and Exchange Agreement • October 22nd, 2009 • Avantair, Inc • Air transportation, nonscheduled • New York
THIS SECURITIES PURCHASE AND EXCHANGE AGREEMENT (“Agreement”) is made as of the 16th day of October, 2009 by and among Avantair, Inc., a Delaware corporation (the “Company”), the existing investors identified as such on the signature pages affixed hereto (each an “Existing Investor” and collectively the “Existing Investors”) and the new investors identified as such on the signature pages affixed hereto (each, a “New Investor” and collectively the “New Investors”). The Existing Investors and the New Investors are collectively referred to herein individually as an “Investor” and collectively as the “Investors.”
ContractAircraft Purchase Agreement • January 26th, 2010 • Avantair, Inc • Air transportation, nonscheduled • New York
Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment under Rule 24b-2 under the Securities Exchange Act of 1934. The omitted materials have been filed separately with the Securities and Exchange Commission.
Form of Deferred Share Award Agreement DEFERRED SHARE AWARD AGREEMENT FOR NON- EMPLOYEE DIRECTORS AVANTAIR, INC. AS AMENDED AND RESTATED GRANTEE: NO. OF SHARES:Deferred Share Award Agreement • February 10th, 2012 • Avantair, Inc • Air transportation, nonscheduled • Florida
This Agreement (the “Agreement”) evidences the award (the “Award”) of deferred shares (each, a “Deferred Share,” and collectively, the “Deferred Shares”) of the Common Stock of Avantair, Inc., a Delaware corporation (the “Company”), granted to you, , effective as of , 20 (the “Grant Date”), pursuant to the Avantair, Inc. 2006 Long-Term Incentive Plan, as amended and restated (the “Plan”), conditioned upon your agreement to the terms described below. All of the provisions of the Plan are expressly incorporated into this Agreement. Please return an executed copy of this Agreement to the Company within 30 days of the date hereof.
AMENDMENT NUMBER 1 to Aircraft Lease AgreementAircraft Lease Agreement • December 6th, 2012 • Avantair, Inc • Air transportation, nonscheduled
THIS AMENDMENT NUMBER 1 (“Amendment”) is made this 1st day of November, 2012 between Avantair, Inc. (“Lessee”) and Clear Aircraft, Inc. (“Lessor”);
AIRCRAFT LEASE AGREEMENT Dated as of the 19th day of October, 2009. between LW Air I LLC, as Owner, and Avantair, Inc. as Lessee, concerning one Piaggio Avanti P-180 aircraft bearing and Manufacturer’s serial number 1181. INSTRUCTIONS FOR COMPLIANCE...Aircraft Lease Agreement • January 26th, 2010 • Avantair, Inc • Air transportation, nonscheduled
This AIRCRAFT LEASE AGREEMENT (the "Agreement") is entered into as of this 19th day of October, 2009 (the "Effective Date"), by and between Avantair, Inc. ("Lessee"), and LW Air I LLC ("Owner").
AMENDED AND RESTATED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • December 6th, 2012 • Avantair, Inc • Air transportation, nonscheduled • Florida
This Amended and Restated Restricted Stock Agreement (this “Agreement”), dated as of November 30, 2012 (the “Effective Date”), by and between Avantair, Inc., a Delaware corporation (the “Company”) and Hugh Fuller (the “Holder”) amends and restates that certain Restricted Stock Agreement dated as of August 16, 2012 (the “Original Effective Date”) by and between the Company and the Holder (the “Original Agreement”).
