ARTICLE I. DEFINITIONSSecurities Purchase Agreement • June 27th, 2002 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York
RECITALS:Indemnification Agreement • December 29th, 2000 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware
RECITALSLease • December 29th, 2000 • Irvine Sensors Corp/De/ • Semiconductors & related devices
EXHIBIT 4.5 WARRANT TO PURCHASE COMMON STOCK THIS WARRANT AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR...Warrant Agreement • January 21st, 2003 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
Exhibit 4.3 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED OR...Warrant Agreement • June 27th, 2002 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
LOGO]Placement Agent Agreement • April 12th, 2001 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York
15G. TOTAL AMOUNT OF CONTRACT $ 958,998.00 ------------------------------------ ------------------------------------------------------------------------------- ----------------- 16. TABLE OF CONTENTS ---------------------------------------...Contract • August 14th, 2002 • Irvine Sensors Corp/De/ • Semiconductors & related devices
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 3rd, 2007 • Irvine Sensors Corp/De/ • Semiconductors & related devices
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 29, 2006, among Irvine Sensors Corporation, a corporation incorporated pursuant to the laws of the State of Delaware (the “Company”), and the purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
Annual Report 1995 Irvine Sensors Corporation Management's Discussion and Analysis of Financial Condition and Results of Operations --------------------- ----------------------------------------------------------- Results of Operations FISCAL YEAR...Annual Report • January 7th, 1998 • Irvine Sensors Corp/De/ • Services-commercial physical & biological research
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 23rd, 2004 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 18, 2004, among Irvine Sensors Corporation, a Delaware corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).
IRVINE SENSORS CORPORATION LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 5th, 2006 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
This LOAN AND SECURITY AGREEMENT is entered into as of December 30, 2005, by and between Square 1 Bank (“Bank”) and IRVINE SENSORS CORPORATION (“Borrower”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 23rd, 2004 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 18, 2004, by and among Irvine Sensors Corporation, a Delaware corporation (the “Company”), and the investors signatory hereto (each an “Investor” and collectively, the “Investors”).
COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of IRVINE SENSORS CORPORATIONSecurity Agreement • October 23rd, 2003 • Irvine Sensors Corp/De/ • Semiconductors & related devices
THIS COMMON STOCK PURCHASE WARRANT CERTIFIES that, for value received, (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after September , 2003 (the “Initial Exercise Date”) and on or prior to 6:00 p.m. Pacific Time on the fifth annual anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Irvine Sensors Corporation, a Delaware corporation (the “Company”), up to shares (the “Warrant Shares”) of common stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one Warrant Share (the “Exercise Price”) under this Warrant shall be $ , subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in
COMMON STOCK PURCHASE WARRANT ISC8 INC.Common Stock Purchase Warrant • May 9th, 2013 • Isc8 Inc. /De • Semiconductors & related devices • Delaware
THIS IS TO CERTIFY THAT J.P. Turner Partners, L.P., or registered assigns (the “Holder”), is entitled, during the Exercise Period (as hereinafter defined), to purchase from ISC8 Inc., a Delaware corporation (the “Company”), the Warrant Stock (as hereinafter defined), in whole or in part, at a purchase price of $0.09 per share, all on and subject to the terms and conditions hereinafter set forth. This Warrant is part of an offering (the “Offering”) of senior unsecured convertible notes and common stock, par value $0.01 per share, by the Company and J.P. Turner & Company, LLC, as placement agent, in accordance with the terms and conditions set forth in the Company’s Confidential Private Placement Memorandum, dated April 1, 2013 and as amended or supplemented from time to time (the “PPM”). Capitalized terms used without definition in this Warrant shall have the respective meanings ascribed to them in the PPM.
1. CONTRACT ID CODE PAGE OF PAGES AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 1 2 ------------------------------------------------------------------ ------------------------------------------------------------------ 2. AMENDMENT/MODIFICATION...Amendment of Solicitation/Modification of Contract • December 29th, 2000 • Irvine Sensors Corp/De/ • Semiconductors & related devices
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 23rd, 2003 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 23, 2003, among Irvine Sensors Corporation, a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (each a “Purchaser” and collectively the “Purchasers”); and
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 23rd, 2003 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 23, 2003, by and among Irvine Sensors Corporation, a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
June 4, 2001Finder Agreement • June 28th, 2001 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York
67X --------------------------------------------------------------------------- -------------------------------------------------------- AWARD/CONTRACT 1. PAGE 1 OF 21 -----------------------------------------------------------------------...Award/Contract • January 13th, 1997 • Irvine Sensors Corp/De/ • Services-commercial physical & biological research
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 29th, 2010 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware
THIS AGREEMENT is made as of December 27, 2010, by and among Irvine Sensors Corporation, a Delaware corporation (the “Company”) and [_____] (the “Indemnitee”), a director of the Company.
EXHIBIT 4.4 Irvine Sensors Corporation Shares of Series E Convertible Preferred Stock and Common Stock Warrant SUBSCRIPTION AGREEMENTSubscription Agreement • January 21st, 2003 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
WARRANT TO PURCHASE COMMON STOCKWarrant to Purchase Common Stock • January 15th, 2004 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
THIS WARRANT CERTIFIES THAT for value received, «Investor» or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from Irvine Sensors Corporation, a Delaware corporation (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of the Company, at the Warrant Price per Share referenced above. The Warrant Price and the number of shares purchasable upon exercise of this Warrant referenced above are subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Stock Purchase Agreement dated as of December «SPA_Date», 2003, by and between the Company and purchasers thereto (the “Stock Purchase Agreement”) whereby the Holder purchased shares of the Company’s Common Stock. The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
IRVINE SENSORS CORPORATION NON-INCENTIVE STOCK OPTION AGREEMENT BETWEEN THE COMPANY AND BILL JOLLNon-Incentive Stock Option Agreement • February 16th, 2011 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware
This NON-INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) is made this 24th day of December, 2010, by and between Irvine Sensors Corporation, a Delaware corporation (the “Company”) and Bill Joll, an individual resident of Irvine, California (“Optionee”).
IRVINE SENSORS CORP. AMENDED AND RESTATED CONSULTING AGREEMENTConsulting Agreement • January 5th, 2006 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
This Amended and Restated Consulting Agreement (this “Agreement”) is entered into as of December 30, 2005 by and between Irvine Sensors Corporation (the “Company”), and CTC Aero, LLC, a limited liability company (“CTC”) and Chris Toffales, the manager of CTC (“Toffales”). CTC and Toffales are sometimes collectively referred to herein as the “Consultant.”
SECURITY AGREEMENTSecurity Agreement • February 21st, 2006 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York
This SECURITY AGREEMENT, dated as of December 30, 2005 (the “Agreement”) is by and among Irvine Sensors Corporation., a corporation duly organized and validly existing under the laws of the State of Delaware (the “Company”), the Purchasers identified on the signature pages hereto (each, a “Purchaser” and collectively, the “Purchasers”) and Pequot Private Equity Fund III, L.P., as agent for the Purchasers (in such capacity, together with its successors in such capacity, the “Agent”).
WARRANTWarrant Agreement • February 18th, 2014 • Isc8 Inc. /De • Services-computer integrated systems design • California
THIS WARRANT (“WARRANT”) AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE PLEDGED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
IRVINE SENSORS CORPORATION FORM OF INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • March 15th, 2011 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware
This INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) is made this _____ day of _____, _____, by and between Irvine Sensors Corporation, a Delaware corporation (the “Company”) and _____, an individual resident of _____, _____ (“Optionee”).
IRVINE SENSORS CORPORATION FORM OF NON-INCENTIVE STOCK OPTION AGREEMENTNon-Incentive Stock Option Agreement • March 15th, 2011 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware
This NON-INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) is made this _____ day of _____, _____, by and between Irvine Sensors Corporation, a Delaware corporation (the “Company”) and _____, an individual resident of _____, _____ (“Optionee”).
SECOND AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 31st, 2007 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
This SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT (the “Second Amendment”) among Irvine Sensors Corporation, a Delaware corporation (“Buyer”), Optex Systems, Inc., a Texas corporation (the “Company”), and Timothy Looney (“Seller”) is made and entered into as of January 17, 2007.
EMPLOYMENT AGREEMENTEmployment Agreement • December 29th, 2010 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into December 23, 2010 by and between Irvine Sensors Corporation, a California corporation (the “Company”) and Balraj Joll, an individual (the “Executive”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 5th, 2006 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware
This Securities Purchase Agreement is entered into and dated as of December 30, 2005 (this “Agreement”), by and among Irvine Sensors Corporation, a Delaware corporation (the “Company”), and each of the purchasers identified on the signature pages hereto (each, a “Purchaser” and, collectively, the “Purchasers”).
ORDER FOR SUPPLIES OR SERVICES PAGE 1 OF 10 ----------------------------------- ------------------------------------------------------------------------------- ------------------ 1. CONTRACT/PURCH.ORDER/ 2. DELIVERY ORDER/ CALL NO. 3. DATE OF...Order for Supplies or Services • August 14th, 2002 • Irvine Sensors Corp/De/ • Semiconductors & related devices
FORM OF SUBSCRIPTION AGREEMENT FOR COMMON STOCK UNIT FINANCING FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • August 11th, 2010 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
THIS SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of , 2010, by and between Irvine Sensors Corporation, a Delaware corporation (the “Company”), and the subscriber identified on the signature page hereto (the “Subscriber”).
SUBSCRIPTION AGREEMENT Irvine Sensors Corporation Units to Purchase Common Stock and WarrantsSubscription Agreement • May 7th, 2003 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California
THIS SUBSCRIPTION AGREEMENT (the “Agreement”) by and between Irvine Sensors Corporation, a Delaware corporation (the “Company”) and the undersigned purchaser (the “Purchaser”), is made as of the date of acceptance by the Company of the terms hereof
Warrant No. [WARRANT NO.] Dated: December 30, 2005Warrant Agreement • January 5th, 2006 • Irvine Sensors Corp/De/ • Semiconductors & related devices
Irvine Sensors Corporation, a Delaware corporation (the “Company”), hereby certifies that, for value received, [NAME OF HOLDER] or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of [WARRANT SHARES] shares of common stock, $0.01 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $3.10 per share (as adjusted from time to time as provided in Section 9, the “Exercise Price”), at any time and from time to time from and after the date hereof and through and including the date that is four years from the date of issuance hereof (the “Expiration Date”), and subject to the following terms and conditions. This Warrant (this “Warrant”) is one of a series of similar Warrants issued pursuant to that certain Securities Purchase Agreement, dated as of December 30, 2005, by and among the Company and the Purchasers identified therein (the “Pur
