ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 14th, 2015 • Ari Network Services Inc /Wi • Services-computer programming, data processing, etc. • Iowa
• Nile Cornelison Trust, a grantor revocable trust for which Nile Cornelison, an individual resident of the State of Iowa (“Nile Cornelison”), and Jeanette Cornelison, an individual resident of the State of Iowa (“Jeanette Cornelison”), are the sole co-trustees (the “Nile Cornelison Trust”),
ContractSubordinated Promissory Note • July 14th, 2015 • Ari Network Services Inc /Wi • Services-computer programming, data processing, etc. • Wisconsin
THIS UNSECURED NON-NEGOTIATABLE SUBORDINATED PROMISSORY NOTE (THIS “NOTE”) IS SUBORDINATED TO ALL “SENIOR DEBT” NOW OR HEREAFTER OWING BY THE ISSUER (AS DEFINED, BELOW) TO SILICON VALLEY BANK (THE “BANK”), AS PROVIDED IN THE SUBORDINATION AGREEMENT (AS DEFINED, BELOW), AND OTHER LENDERS (AS DEFINED, BELOW) PURSUANT TO ANY OTHER SUBORDINATION AGREEMENT ENTERED INTO IN CONNECTION THEREWITH. THIS NOTE IS DELIVERED PURSUANT TO, AND IS SUBJECT TO, THE TERMS AND CONDITIONS OF THE PURCHASE AGREEMENT (AS DEFINED, BELOW), INCLUDING, WITHOUT LIMITATION, THE SET OFF RIGHTS OF THE ISSUER AS SET FORTH IN SECTION 6.7 THEREIN.
