EXCHANGE AGREEMENTExchange Agreement • December 15th, 2006 • Viewcast Com Inc • Radio & tv broadcasting & communications equipment • Texas
THIS EXCHANGE AGREEMENT (this “Agreement”) is entered into as of this 11th day of December, 2006 by and among ViewCast.com, Inc., a Delaware corporation (the “Company”), Osprey Technologies, Inc., a Delaware corporation (“Osprey”) and Videoware, Inc., a Delaware corporation (“Videoware”) and Ardinger Family Partnership, Ltd., a Texas limited partnership (“Ardinger” and collectively with the Company, Osprey and Videoware, the “Parties”).
WARRANT TO PURCHASE COMMON STOCK of VIEWCAST.COM, INC. Void after December 11, 2013Warrant Agreement • December 15th, 2006 • Viewcast Com Inc • Radio & tv broadcasting & communications equipment • Delaware
This Warrant is issued to the Ardinger Family Partnership, Ltd. (“Holder”) by ViewCast.com, Inc., a Delaware corporation (the “Company”), on December 11, 2006 (the “Warrant Issue Date”). This Warrant is issued pursuant to the terms of that certain Exchange Agreement dated December 11, 2006, by and between the Company and the Holder (the “Exchange Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 15th, 2006 • Viewcast Com Inc • Radio & tv broadcasting & communications equipment • Texas
This Registration Rights Agreement (the “Agreement”) is entered into as of December 11, 2006, by and among ViewCast.com, Inc., a Delaware corporation (the “Company”), and Ardinger Family Partnership, Ltd. (“Ardinger”), and any successors and assigns (collectively, including Ardinger, the “Holders”). In consideration of the mutual promises herein contained, and other consideration, the receipt and adequacy of which hereby is acknowledged, the parties hereto agree as follows:
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 15th, 2006 • Viewcast Com Inc • Radio & tv broadcasting & communications equipment • Texas
THIS SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT dated as of December 11, 2006 (as further amended, modified or restated from time to time, this “Agreement”), will serve to set forth the terms of the financing transactions by and among ARDINGER FAMILY PARTNERSHIP, LTD., a Texas limited partnership (“Lender”), VIEWCAST.COM, INC., f/k/a MULTIMEDIA ACCESS CORPORATION, a Delaware corporation (“ViewCast”), OSPREY TECHNOLOGIES, INC., a Delaware corporation (“Osprey”), and VIDEOWARE, INC., a Delaware corporation (“VideoWare”) (ViewCast, Osprey, and VideoWare are jointly and severally referred to as “Borrower”).
