ContractSecured Convertible Promissory Note • March 4th, 2011 • Digitiliti Inc • Computer storage devices • Minnesota
THIS SECURITY HAS NOT BEEN REGISTERED UNDER EITHER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE BLUE SKY LAWS, AND IS SUBJECT TO CERTAIN INVESTMENT REPRESENTATIONS. THIS SECURITY MAY NOT BE SOLD, OFFERED FOR SALE OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION UNDER THE ACT AND APPLICABLE BLUE SKY LAWS, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
WARRANT TO PURCHASE CAPITAL STOCK of DIGITILITI, INC. a Delaware corporation Void after January __, 2016Warrant Agreement • March 4th, 2011 • Digitiliti Inc • Computer storage devices • Minnesota
This certifies that, for value received, [ ], or his, her or its successors or assigns (“Holder”), is entitled during the Exercise Period (as defined below), subject to the terms set forth below, to purchase from Digitiliti, Inc., a Delaware corporation (the “Company”), up to [ ] shares of Common Stock, par value $.001 per share, of the Company (“Common Stock”) at the price of $0.30 per share, subject to adjustment as set forth below (the “Purchase Price”), upon surrender of this Warrant at the principal office of the Company referred to below, with the subscription form attached hereto (the “Subscription Form”) duly executed, and simultaneous payment therefor in the manner specified in Section 1 or in accordance with Section 5. The Purchase Price and the number of shares of capital stock purchasable hereunder are subject to adjustment as provided in Section 3. This Warrant is one of the warrants (collectively, the “Warrants”) referred to and issued pursuant to that certain Convertible
DIGITILITI, INC. CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENTConvertible Promissory Note and Warrant Purchase Agreement • March 4th, 2011 • Digitiliti Inc • Computer storage devices • Minnesota
THIS CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of February _____, 2011, by and among Digitiliti, Inc., a Delaware corporation (the “Company”), and the investors listed on Exhibit A (each, an “Investor” and collectively, the “Investors”).
REPAYMENT OF NOTE OBLIGATIONS AND RELEASE OF SECURITY INTERESTRepayment and Release Agreement • March 4th, 2011 • Digitiliti Inc • Computer storage devices
THIS REPAYMENT AND RELEASE AGREEMENT (the “Agreement”) is made and entered into effective the latest signature date set forth below by and among Jonathan S. Miner and Pamela J. Miner (collectively, the “Holders”), Digitiliti, Inc., a Delaware corporation (“Digitiliti Delaware”), and Digitiliti, Inc., a Minnesota corporation (“Digitiliti Minnesota”).
SECURITY AGREEMENTSecurity Agreement • March 4th, 2011 • Digitiliti Inc • Computer storage devices • Minnesota
This Security Agreement (“Agreement”) is made as of February _____, 2011 by and among Digitiliti, Inc., a Delaware corporation (the “Debtor”), and the parties listed on Schedule A (each a “Secured Party”, and collectively the “Secured Parties”), and the Collateral Agent (as defined herein) on behalf of the Secured Parties.
