Exhibit 4.4
January 27, 1997
Data Systems Network Corporation
00000 Xxxx Xxxxxx Xxxx Xxxx
Xxxxx 000
Xxxxxxxxxx Xxxxx, XX 00000
ATTN: Xxxxxx X. Xxx
WARRANT REDEMPTION AGREEMENT
Gentlemen:
Reference is made to our recent discussions with respect to a
proposed redemption of Warrants (the "Warrants") by Data Systems Network
Corporation (the "Company") as hereinafter described.
Warrant Redemption. X.X. Xxxxxx & Co., Inc. ("Xxxxxx") hereby
grants the Company permission to redeem the outstanding Warrants (the
"Redemption") in accordance with the Warrant Agreement dated October 28,
1994.
Solicitation Fees. Xxxxxx hereby waives and releases the Company
from its obligation under the Underwriting Agreement, dated October 28, 1994
between Xxxxxx Xxxxx Associates, Inc. and the Company, to pay Xxxxxx a
commission of 7% of the aggregate exercise for each Warrant solicited by a
member of the National Association of Securities Dealers.
Representative's Warrants. The Company agrees to file a
Registration Statement on Form S-3 with the Securities and Exchange
Commission for the securities underlying the Representative's Warrant, those
being the shares of Common Stock and Common Stock Purchase Warrants, by no
later than February 15, 1997 and the Company agrees to use its best efforts
to cause the above filings to be declared effective by the Commission as
soon as possible.
If the above correctly sets forth your understanding, please so
indicate by executing the three (3) originals provided to you in the space
provided for below, returning to us two (2) originals and retaining one (1)
original for your records.
Very truly yours,
X.X. XXXXXX & CO., INC.
By: /s/ Xxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx
Managing Director
Corporate Finance
Accepted and Agreed to:
DATA SYSTEMS NETWORK CORPORATION
By: /s/ Xxxxxx X. Xxx
Xxxxxx X. Xxx
Vice President of Finance
