Exhibit 3 REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement (this "Agreement") is made and entered into as of September 5, 2007, by and among Dentalserv.com, a Nevada corporation (the "Company"), and the...Registration Rights Agreement • January 8th, 2008 • Vision Capital Advisors, LLC • Services-computer integrated systems design • New York
SERIES A WARRANT TO PURCHASE SHARES OF COMMON STOCK OF JUMA TECHNOLOGY CORP. Expires March 31, 2015Warrant Agreement • August 1st, 2011 • Vision Capital Advisors, LLC • Telephone communications (no radiotelephone) • New York
NOTE AND WARRANT PURCHASE AGREEMENT Dated as of July 28, 2011 among JUMA TECHNOLOGY CORP. and THE PURCHASERS LISTED ON EXHIBIT ANote and Warrant Purchase Agreement • August 1st, 2011 • Vision Capital Advisors, LLC • Telephone communications (no radiotelephone) • New York
This NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is dated as of July 28, 2011 by and among Juma Technology Corp., a Delaware corporation (the “Company”), and each of the Purchasers whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
EXECUTION COPYBridge Note • August 1st, 2011 • Vision Capital Advisors, LLC • Telephone communications (no radiotelephone) • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR RECEIPT BY THE COMPANY OF A WRITTEN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE REASONABLY SATISFACTORY TO THE COMPANY THAT THIS NOTE MAY BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF, UNDER AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND SUCH STATE SECURITIES LAWS.
AGREEMENTSeries a Convertible Preferred Stock Purchase Agreement • January 8th, 2008 • Vision Capital Advisors, LLC • Services-computer integrated systems design • New York
ACKNOWLEDGEMENT AND WAIVER OF ANTI-DILUTION ADJUSTMENTSAcknowledgement and Waiver of Anti-Dilution Adjustments • June 16th, 2011 • Vision Capital Advisors, LLC • Telephone communications (no radiotelephone)
This Acknowledgement and Waiver of Anti-Dilution Adjustments (this “Acknowledgement”), dated as of June 14, 2011, is made by and among Juma Technology Corp., a Delaware corporation (the “Company”), Vision Opportunity Master Fund, Ltd. (“VOMF”), and Vision Capital Advantage Fund, L.P. (“VCAF” and together with VOMF, “Vision”).
OMNIBUS AMENDMENT TO THE SERIES A-1 SENIOR SECURED 10% CONVERTIBLE NOTES AND THE SERIES A-2 SENIOR SECURED 10% NOTE OF NOVARAY MEDICAL, INC.Omnibus Amendment to the Series a-1 Senior Secured 10% Convertible Notes and the Series a-2 Senior Secured 10% Note • June 21st, 2010 • Vision Capital Advisors, LLC • X-ray apparatus & tubes & related irradiation apparatus • New York
THIS OMNIBUS AMENDMENT TO THE SERIES A-1 SENIOR SECURED 10% CONVERTIBLE NOTES AND THE SERIES A-2 SENIOR SECURED 10% NOTE OF NOVARAY MEDICAL, INC. (this “Amendment”), dated as of June 16, 2010, is made by and between NovaRay Medical, Inc., a Delaware corporation (the “Company”), Vision Opportunity Master Fund, Ltd. (“VOMF”), BIOBRIDGE LLC (“Biobridge”) and Triple Ring Technologies, Inc. (“Triple Ring,” and collectively with VOMF and Biobridge, the “Holders”).
JOINT FILING AGREEMENTJoint Filing Agreement • April 15th, 2010 • Vision Capital Advisors, LLC • Computer communications equipment
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock, par value $0.0005 per share, of Meru Networks, Inc., and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof, the undersigned hereby execute this Agreement.
ACKNOWLEDGEMENT AND WAIVER OF ANTI-DILUTION ADJUSTMENTSAcknowledgement and Waiver of Anti-Dilution Adjustments • May 16th, 2011 • Vision Capital Advisors, LLC • Telephone communications (no radiotelephone)
This Acknowledgement and Waiver of Anti-Dilution Adjustments (this “Acknowledgement”), dated as of April 14, 2011, is made by and among Juma Technology Corp., a Delaware corporation (the “Company”), Vision Opportunity Master Fund, Ltd. (“VOMF”), and Vision Capital Advantage Fund, L.P. (“VCAF” and together with VOMF, “Vision”).
ACKNOWLEDGEMENT AND WAIVER OF ANTI-DILUTION ADJUSTMENTSAcknowledgement and Waiver of Anti-Dilution Adjustments • August 1st, 2011 • Vision Capital Advisors, LLC • Telephone communications (no radiotelephone)
This Acknowledgement and Waiver of Anti-Dilution Adjustments (this “Acknowledgement”), dated as of July 28, 2011, is made by and among Juma Technology Corp., a Delaware corporation (the “Company”), Vision Opportunity Master Fund, Ltd. (“VOMF”), and Vision Capital Advantage Fund, L.P. (“VCAF” and together with VOMF, “Vision”).
ACKNOWLEDGEMENT AND WAIVER OF ANTI-DILUTION ADJUSTMENTSAcknowledgement and Waiver of Anti-Dilution Adjustments • May 17th, 2011 • Vision Capital Advisors, LLC • Telephone communications (no radiotelephone)
This Acknowledgement and Waiver of Anti-Dilution Adjustments (this “Acknowledgement”), dated as of May 13, 2011, is made by and among Juma Technology Corp., a Delaware corporation (the “Company”), Vision Opportunity Master Fund, Ltd. (“VOMF”), and Vision Capital Advantage Fund, L.P. (“VCAF” and together with VOMF, “Vision”).
AMENDMENT NO. 3 TO NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • June 21st, 2010 • Vision Capital Advisors, LLC • X-ray apparatus & tubes & related irradiation apparatus • New York
AMENDMENT NO. 3, dated as of June 16, 2010 (this “Amendment”), by and among NovaRay Medical, Inc., a Delaware corporation (the “Company”), and Vision Opportunity Master Fund, Ltd., a Cayman Islands exempted company (“Lead Series A-1 Purchaser”).
