SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 4th, 2006 • Hartville Group Inc • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 31, 2006 among Hartville Group, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • August 4th, 2006 • Hartville Group Inc • Services-business services, nec • New York
SECURITY AGREEMENT, dated as of July 31, 2006 (this “Agreement”), among Hartville Group, Inc., a Nevada corporation (the “Company”) and all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors”) (the Company and Guarantors are collectively referred to as the “Debtors”) and the holder or holders of the Company’s Original Issue Discount Secured Debentures due July 31, 2009 in the original aggregate principal amount of $7,600,000 (the “Debenture”), signatory hereto, their endorsees, transferees and assigns (collectively referred to as, the “Secured Parties”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 4th, 2006 • Hartville Group Inc • Services-business services, nec • New York
SUBSIDIARY GUARANTEE, dated as of July 31, 2006 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, (the “Guarantors”), in favor of the purchasers signatory (the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Hartville Group, Inc., a Nevada corporation (the “Company”) and the Purchasers.
ORIGINAL ISSUE DISCOUNT SECURED CONVERTIBLE DEBENTURE DUE JULY___, 2009Convertible Security Agreement • August 4th, 2006 • Hartville Group Inc • Services-business services, nec • New York
THIS DEBENTURE is one of a series of duly authorized and validly issued Original Issue Discount Secured Convertible Debentures of Hartville Group, Inc., a Nevada corporation, having its principal place of business at (the “Company”), designated as its Original Issue Discount Secured Convertible Debentures, due July ___, 2009 (this debenture, the “Debenture” and collectively with the other such series of debentures, the “Debentures”).
COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of HARTVILLE GROUP, INC.Security Agreement • August 4th, 2006 • Hartville Group Inc • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the fourth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Hartville Group, Inc., a Nevada corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Hartville Group, Inc. Conversion Agreement and ReleaseConversion Agreement and Release • August 4th, 2006 • Hartville Group Inc • Services-business services, nec
This Conversion Agreement and Release (the “Agreement”) is entered into as of July 31, 2006 among Hartville Group, Inc., a Nevada corporation (the “Company”), and each of the undersigned holders of Convertible Debentures issued by the Company (each, a “Holder” and collectively, the “Holders”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 4th, 2006 • Hartville Group Inc • Services-business services, nec
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof between the Company and each Purchaser (the “Purchase Agreement”).
