1 EXHIBIT 10.9Employment Agreement • April 30th, 2001 • Intersystems Inc /De/ • Farm machinery & equipment • New Jersey
EXHIBIT 10.9 EQUIFIN, INC.Non-Qualified Stock Option Agreement • April 1st, 2002 • Equifin Inc • Farm machinery & equipment • New Jersey
1 EXHIBIT 10.6Stockholders Agreement • April 30th, 2001 • Intersystems Inc /De/ • Farm machinery & equipment • Coast
1 EXHIBIT 4.1 INTERSYSTEMS, INC. INCENTIVE STOCK OPTION AGREEMENT INTERSYSTEMS, INC., a Delaware corporation (the "Company"), has granted to _____________ (the "Optionee"), an option (the "Option") to purchase a total of [_____] shares (the "Shares")...Incentive Stock Option Agreement • February 11th, 1998 • Intersystems Inc /De/ • Farm machinery & equipment
BY AND AMONGLoan and Security Agreement • April 1st, 2002 • Equifin Inc • Farm machinery & equipment • California
1 EXHIBIT 4.1 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF (COLLECTIVELY THE "SECURITIES") HAVE BEEN ACQUIRED FOR INVESTMENT ONLY AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR ANY...Warrant Agreement • January 2nd, 1996 • Intersystems Inc /De/ • Farm machinery & equipment • Texas
i) A grant of 100,000 common stock purchase options, each entitling Employee to purchase one share of the Company's Common Stock at a price of $.25 per share and expiring on March 31, 2011. Such options shall be immediately exercisable and shall be...Employment Agreement • April 30th, 2001 • Intersystems Inc /De/ • Farm machinery & equipment
1 EXHIBIT 10.7Employment Agreement • April 30th, 2001 • Intersystems Inc /De/ • Farm machinery & equipment • New Jersey
ContractWarrant Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
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, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO EQUIFIN, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
AMONGStock Purchase Agreement • April 1st, 2002 • Equifin Inc • Farm machinery & equipment • Texas
EQUIFIN, INC. NON-QUALIFIED STOCK OPTION AGREEMENT (the "Option Agreement")Non-Qualified Stock Option Agreement • April 15th, 2003 • Equifin Inc • Farm machinery & equipment • New Jersey
THE SECURITIES REPRESENTED BY THIS CERTIFICATE (OR ANY SECURITIES FOR WHICH SUCH SECURITIES ARE EXERCISABLE) HAVE BEEN ACQUIRED BY THE HOLDER SOLELY FOR HIS OWN ACCOUNT FOR THE PURPOSE OF INVESTMENT AND NOT WITH A VIEW TO OR FOR SALE IN CONNECTION WITH ANY DISTRIBUTION OF ANY SUCH SECURITIES. THE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR STATE SECURITIES LAWS AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT REGISTRATION UNDER THE ACT OR AN EXEMPTION THEREFROM.
1 2 13% Convertible Notes in the aggregate principal amount of $250,000), registered in the name of Purchaser or in such names as Purchaser may specify by written notice to the Company at least two full business days prior to the Closing Date, (2) all...Note Purchase Agreement • April 30th, 2001 • Intersystems Inc /De/ • Farm machinery & equipment • New Jersey
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 15th, 2003 • Equifin Inc • Farm machinery & equipment • California
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (the "Amendment"), dated as of February 14, 2003, is by and between EQUINOX BUSINESS CREDIT CORP., A New Jersey corporation ("Borrower"), and FOOTHILL CAPITAL CORPORATION, a California corporation ("Lender").
December 12, 2003Securities Purchase Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions
Reference is hereby made to that certain Securities Purchase Agreement dated as of December , 2003 by and among Equifin, Inc. (“Equifin”), Equinox Business Credit Corp. (“EBCC”) and Laurus Master Fund, Ltd. (“Laurus”) (the “Purchase Agreement”) pursuant to which, among other things, Equifin and EBCC jointly and severally issued to Laurus a secured convertible promissory note in the aggregate principal amount of $1,100,000 (the ‘Note”) as part of a financing facility that shall permit borrowings of up an aggregate of three million dollars ($3,000,000) outstanding at any time. Capitalized terms used but not defined herein shall have the meanings given them in the Purchase Agreement or the Note, as applicable.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 11th, 2005 • Equifin Inc • Short-term business credit institutions • New Jersey
STOCK PURCHASE AGREEMENT (this “Agreement”), dated March 9, 2005, between Coast Capital Finance, LLC, a limited liability company organized under the laws of New Jersey (the “Purchaser”), and EquiFin, Inc., a Delaware corporation (the “Company”).
WAIVER AND FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 14th, 2003 • Equifin Inc • Farm machinery & equipment • California
THIS WAIVER AND FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (the “Amendment”), dated as of June 30, 2003, is by and between EQUINOX BUSINESS CREDIT CORP., a New Jersey corporation (“Borrower”), and WELLS FARGO FOOTHILL, INC., a California corporation formerly known as Foothill Capital Corporation (“Lender”).
ContractConvertible Term Note • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
THIS CONVERTIBLE TERM NOTE IS SUBJECT TO THE SUBORDINATION PROVISIONS SET FORTH IN THE CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT DATED DECEMBER , 2003, AMONG EACH OF EQUINOX BUSINESS CREDIT CORPORATION (“DEBTOR”), EQUIFIN, INC., WELLS FARGO FOOTHILL, INC. AND LAURUS MASTER FUND, LTD., A COPY OF WHICH IS ON FILE AT THE OFFICE OF DEBTOR AND IS AVAILABLE FOR INSPECTION AT SUCH OFFICE.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, by and among, the Purchaser, Equinox Business Credit Corp. (“Equinox”) and the Company (the “Securities Purchase Agreement”), and pursuant to the Note and the Warrants referred to therein.
SUBORDINATION AND INTERCREDITOR AGREEMENTSubordination and Intercreditor Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • California
THIS SUBORDINATION AND INTERCREDITOR AGREEMENT (as hereafter amended, restated or otherwise modified from time to time, the “Agreement”) is entered into effective as of December 12, 2003 (the “Effective Date”), by and among LAURUS MASTER FUND, LTD., a Cayman Islands company (together with its successors and assigns to the extent permitted hereby, the “Junior Creditor”), WELLS FARGO FOOTHILL, INC. (f/k/a Foothill Capital Corporation), as Lender under the hereinafter defined Senior Credit Agreement (together with its successors and assigns, the “Lender”) EQUINOX BUSINESS CREDIT CORP., a New Jersey corporation (together with its successors and assigns, “Debtor”) and EQUIFIN, INC., a Delaware corporation (together with its successors and assigns, “Guarantor”). Terms defined in Section 1, where used in the Recitals below and elsewhere in this Agreement, shall have the same meanings, where so used, as are prescribed therein.
1 EXHIBIT 4.3 NON-PLAN OPTION AGREEMENT AGREEMENT, made as of the 3rd day of September, 1997 between INTERSYSTEMS, INC. a Delaware corporation ("Company"), and ____ ("Grantee"). WHEREAS, the Board of Directors of the Company (the "Company") authorized...Non-Plan Option Agreement • February 11th, 1998 • Intersystems Inc /De/ • Farm machinery & equipment • Texas
WAIVER AND SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 16th, 2004 • Equifin Inc • Short-term business credit institutions • California
THIS WAIVER AND SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (the “Amendment”), dated July 24, 2004, is by and between EQUINOX BUSINESS CREDIT CORP., a New Jersey corporation (“Borrower”), and WELLS FARGO FOOTHILL, INC., a California corporation formerly known as Foothill Capital Corporation (“Lender”).
QuickLinks -- Click here to rapidly navigate through this documentSubordinated Note • April 15th, 2003 • Equifin Inc • Farm machinery & equipment • New Jersey
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") NOR UNDER ANY STATE SECURITIES LAW AND MAY NOT BE PLEDGED, SOLD, ASSIGNED, HYPOTHECATED OR OTHERWISE TRANSFERRED UNTIL THE COMPANY RECEIVES AN OPINION OF COUNSEL TO THE COMPANY, THAT SUCH NOTE MAY BE PLEDGED, SOLD, ASSIGNED, HYPOTHECATED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR APPLICABLE STATE SECURITIES LAWS.
EQUIFIN, INC. COMMON STOCK PURCHASE WARRANT CERTIFICATE TO PURCHASECommon Stock Purchase Warrant • October 3rd, 2003 • Equifin Inc • Farm machinery & equipment • New Jersey
This Warrant Certificate certifies that , with an address located at or registered assigns, is the registered holder (“Holder”) of Common Stock Purchase Warrants (“Warrants”) to purchase shares of common stock, $.01 par value per share (“Common Stock”), of EQUIFIN, INC., a Delaware corporation (the “Company”). Each Warrant enables the Holder to purchase from the Company at any time until 5:00 p.m. New York, New York local time on August 31, 2008 one fully paid and non-assessable share of Common Stock (individually, a “Share” and collectively the “Shares”) upon presentation and surrender of this Warrant Certificate and upon payment of the purchase price of $.50 per Share (the “Exercise Price”). Payment shall be made in lawful money of the United States of America by certified check payable to the Company. Such payment shall be made at the principal office of the Company at 1011 Highway 71, Spring Lake, New Jersey 07762. As hereinafter provided, the Exercise Price and number of Shares pu
NOTE PURCHASE AGREEMENTNote Purchase Agreement • October 3rd, 2003 • Equifin Inc • Farm machinery & equipment • New Jersey
Note Purchase Agreement (this “Agreement”), dated as of September , 2003, by and between EQUIFIN, INC., a Delaware corporation (the “Company”) located at 1011 Highway 71, Spring Lake, New Jersey 07762, and , an individual with an address at (the “Purchaser”).
WAIVER, CONSENT AND FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 30th, 2004 • Equifin Inc • Short-term business credit institutions • California
THIS WAIVER, CONSENT AND FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (the “Amendment”), dated as of December 31, 2003, is by and between EQUINOX BUSINESS CREDIT CORP., a New Jersey corporation (“Borrower”), and WELLS FARGO FOOTHILL, INC., a California corporation formerly known as Foothill Capital Corporation (“Lender”).
ContractSecurity Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
THIS SECURITY AGREEMENT IS SUBJECT TO THE SUBORDINATION PROVISIONS SET FORTH IN THE CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT DATED DECEMBER , 2003, AMONG EACH OF EQUINOX BUSINESS CREDIT CORPORATION (“DEBTOR”), EQUIFIN, INC., WELLS FARGO FOOTHILL, INC. AND LAURUS MASTER FUND, LTD., A COPY OF WHICH IS ON FILE AT THE OFFICE OF DEBTOR AND IS AVAILABLE FOR INSPECTION AT SUCH OFFICE.
GUARANTYGuaranty • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
FOR VALUE RECEIVED, and in consideration of note purchases from, loans made or to be made or credit otherwise extended or to be extended by Laurus Master Fund, Ltd. (“Laurus”) to or for the account of Equinox Business Credit Corp. (“Debtor”) from time to time and at any time and for other good and valuable consideration and to induce Laurus, in its discretion, to purchase such notes, make such loans or extensions of credit and to make or grant such renewals, extensions, releases of collateral or relinquishments of legal rights as Laurus may deem advisable, the undersigned (referred to as “Guarantor” or “the undersigned”) unconditionally guaranties to Laurus, its successors, endorsees and assigns the prompt payment when due (whether by acceleration or otherwise) of all present and future obligations and liabilities of any and all kinds of Debtor to Laurus and of all instruments of any nature evidencing or relating to any such obligations and liabilities upon which Debtor or one or more
QuickLinks -- Click here to rapidly navigate through this documentSubordinated Secured Note • April 15th, 2003 • Equifin Inc • Farm machinery & equipment • New Jersey
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") NOR UNDER ANY STATE SECURITIES LAW AND MAY NOT BE PLEDGED, SOLD, ASSIGNED, HYPOTHECATED OR OTHERWISE TRANSFERRED UNTIL THE COMPANY RECEIVES AN OPINION OF COUNSEL TO THE COMPANY, THAT SUCH NOTE MAY BE PLEDGED, SOLD, ASSIGNED, HYPOTHECATED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR APPLICABLE STATE SECURITIES LAWS.
Exhibit 4.7 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF (COLLECTIVELY THE "SECURITIES") HAVE BEEN ACQUIRED FOR INVESTMENT ONLY AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR ANY...Common Stock Purchase Warrant • April 15th, 1997 • Intersystems Inc /De/ • Farm machinery & equipment
EMPLOYMENT AGREEMENTEmployment Agreement • April 15th, 2003 • Equifin Inc • Farm machinery & equipment • New Jersey
THIS AGREEMENT is dated as of December 20, 2001, and has been entered into between Equinox Business Credit Corp., a New Jersey corporation ("Equinox"), with its principal offices at 120 Wood Avenue South, Suite 515, Iselin, New Jersey 08830 (hereinafter, together with its subsidiaries referred to as the "Employer" or "Company"), and Allen H. Vogel, an individual with a residence located at 11 Bunker Hill Run, East Brunswick, New Jersey 08816(hereinafter called the "Employee").
EXHIBIT 10.8 MEMORANDUM OF UNDERSTANDING This MEMORANDUM OF UNDERSTANDING is entered into as of the _____ day of September, 2001 (the "Effective Date"), by and between BPI LIQUIDATION CORP. ("BPI") and CHEMTRUSION, INC. ("Chemtrusion"), a Delaware...Memorandum of Understanding • April 1st, 2002 • Equifin Inc • Farm machinery & equipment • Texas
WAIVER AND THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 15th, 2003 • Equifin Inc • Farm machinery & equipment • California
THIS WAIVER AND THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (the "Amendment"), dated as of March 31, 2003, is by and between EQUINOX BUSINESS CREDIT CORP., a New Jersey corporation ("Borrower"), and FOOTHILL CAPITAL CORPORATION, a California corporation ("Lender").
STOCK AGREEMENTStock Agreement • April 15th, 2003 • Equifin Inc • Farm machinery & equipment • New Jersey
THIS AGREEMENT, dated as of December , 2001, by and among Allen H. Vogel ("Employee"), and Equinox Business Credit Corp., a New Jersey corporation (the "Corporation).
AGREEMENT IN RESPECT OF SALE AND TRANSFERSale and Transfer Agreement • December 23rd, 2004 • Equifin Inc • Short-term business credit institutions • California
THIS AGREEMENT IN RESPECT OF SALE AND TRANSFER IN DISPOSITION OF COLLATERAL UNDER UNIFORM COMMERCIAL CODE (“Agreement”) is made and entered into as of December [__], 2004 (the “Effective Date”) by and between WELLS FARGO FOOTHILL, INC., a California corporation (formerly, Foothill Capital Corporation and hereinafter called “Secured Party”) and KELTIC FINANCIAL PARTNERS, LP, a Delaware limited partnership (“Buyer”), joined as provided herein by EQUINOX BUSINESS CREDIT CORPORATION, a New Jersey corporation (“Debtor”) and, as follows.
EQUIFIN, INC. SECURITIES PURCHASE AGREEMENT December , 2003Securities Purchase Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December , 2003, by and between EQUIFIN, INC., a Delaware corporation (the “Company”), and EQUINOX BUSINESS CREDIT CORP., a New Jersey corporation (the “Subsidiary”) and Laurus Master Fund, Ltd., a Cayman Islands company (the “Purchaser”). (The Company and the Subsidiary are collectively referred to herein as the “Borrower”)
