WARRANT TO PURCHASE COMMON STOCKUniversal Guardian Holdings Inc • January 25th, 2006 • Services-business services, nec • California
THIS WARRANT CERTIFIES THAT for value received, Paulson Investment Company, Inc. or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from Universal Guardian Holdings, Inc., a Delware corporation (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant referenced above being subject to adjustment from time to time as described herein. The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • January 25th, 2006 • Universal Guardian Holdings Inc • Services-business services, nec • Delaware
THIS COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of December 14, 2005 (the “Effective Date”) by and between Universal Guardian Holdings, Inc., a Delaware corporation (the “Company”), and the purchaser whose name and address are set forth on the signature page hereto (“Purchaser”).
