ContractWarrant Agreement • May 15th, 2006 • Jmar Technologies Inc • Measuring & controlling devices, nec • 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 JMAR TECHNOLOGIES, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractWarrant Agreement • May 15th, 2006 • Jmar Technologies Inc • Measuring & controlling devices, nec • 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 JMAR TECHNOLOGIES, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractSecured Non-Convertible Revolving Note • May 15th, 2006 • Jmar Technologies Inc • Measuring & controlling devices, nec • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO JMAR TECHNOLOGIES, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
COST-PLUS-FIXED-FEE/COMPLETION SUBCONTRACTCost-Plus-Fixed-Fee/Completion Subcontract • May 15th, 2006 • Jmar Technologies Inc • Measuring & controlling devices, nec
This Cost-Plus-Fixed-Fee (“CPFF”)/Completion Subcontract (“Subcontract”), effective this twenty third day of February, 2006, is by and between General Dynamics Advanced Information Systems, Inc., a Delaware corporation, having offices at 8800 Queen Avenue South Bloomington, MN 55431 (“GDAIS” or “Buyer”), and, JSI Microelectronics a California corporation, having offices at 4235 Forcum Ave., Suite 500, McClellan CA 95652 (“Subcontractor”) for the goods and services described herein (“Program”). Hereinafter, Buyer and Subcontractor may be collectively referred to as the “Parties” or individually referred to as a “Party.”
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • May 15th, 2006 • Jmar Technologies Inc • Measuring & controlling devices, nec • New York
This Securities Exchange Agreement (“Agreement”) is made and entered into as of March 28, 2006 between JMAR Technologies, Inc., a Delaware corporation (the “Company”), and Laurus Master Fund, Ltd., a Cayman Islands company (“Laurus”).
