Exhibit 10.13a
LIGHTSPACE CORPORATION
AMENDMENT NO. 1 TO UNIT SUBSCRIPTION AGREEMENT
THIS AMENDMENT NO. 1, dated as of the 30th day of April, 2007 by and among
the Investors (as defined below) who have signed this Amendment 1 (the
"Participating Investors") and LIGHTSPACE CORPORATION, a Delaware corporation
(referred to herein as the "Company").
W I T N E S S E T H:
WHEREAS, the parties wish to amend the Unit Subscription Agreement, dated
as of April 11, 2007 (the "Original Unit Subscription Agreement") by and among
the Investors as defined therein and the Company (as amended hereby the "Unit
Subscription Agreement"),
WHEREAS, capitalized terms not otherwise defined in this Amendment shall
have the meaning set forth in the Original Unit Subscription Agreement,
WHEREAS, the Company desires to sell to the Investors, and the Investors
desire to purchase, up to six hundred thousand (600,000) Units, having the terms
set forth in the Original Subscription Agreement; and
WHEREAS, Xxxxxxx Securities, Inc. is entitled to receive the brokerage
commission identified in Section 3.2 in its capacity as financial advisor to the
Company.
NOW THEREFORE, in consideration of the mutual promises, representations and
warranties made each to the other, it is hereby agreed that the Unit
Subscription Agreement is hereby amended and supplemented as follows:
1. The Participating Investors hereby consent to the amendment of the
Original Unit Subscription Agreement pursuant to this Amendment.
2. Section 1.1(a) of the Original Unit Subscription Agreement is hereby
amended so as to be and read in its entirety as follows:
"1.1. Sale and Issuance of Securities.
(a) The Company shall sell to the Investors and the Investors
shall purchase from the Company, up to 600,000 Units, at a price per
Unit equal to $6.40. The Shares sold as part of the Units are referred
to as the "Purchased Shares" and the Unit Warrants sold as part of the
Units are referred to as the "Purchased Warrants" and collectively
with the Purchased Shares, the "Securities"."
3. The Participating Investors and the Company hereby agree that Section
2.6 of the Original Unit Subscription Agreement shall be and read in its
entirety as follows:
"2.6. Brokers and Finders. Except for Xxxxxxx Securities, Inc.,
which shall receive (i) a cash commission of 5% of the aggregate
Purchase Price of the Securities and (ii) a five year warrant
exercisable to purchase at the Purchase Price a number of Units equal
to 10% of the number of Units sold hereunder, the Company has not
retained any broker, investment banker or finder in connection with
the Contemplated Transactions."
4. The Participating Investors and the Company hereby agree that Section
3.2 of the Unit Subscription Agreement shall be and read in its entirety as
follows:
"3.2. Brokers and Finders. Investor has either not retained an
investment banker, broker or finder, or has provided the name and
information concerning such entity to the Company on or prior to the
applicable Closing Date."
5. Except as explicitly amended as set forth in this Amendment, the terms
and provisions of the Original Unit Subscription Agreement shall continue in
full force and effect. This Amendment shall be effective when duly executed by
the Company and the Participating Investors holding a majority of the Purchased
Shares.
6. This Amendment may be executed in one or more counterparts, each of
which shall be deemed an original but all of which shall constitute a single
instrument.
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Signature Page
to
Lightspace Corporation Amendment No. 1, dated as of April 30, 2007
to Unit Subscription Agreement, dated April 11, 2007
IN WITNESS WHEREOF, the undersigned have hereunto set their hands and seals on
the day and year first above written.
THE COMPANY:
LIGHTSPACE CORPORATION
By:
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Name:
Title:
PARTICIPATING INVESTOR
Date:
By:
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Name:
Title:
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