ContractP Com Inc • January 7th, 2003 • Radio & tv broadcasting & communications equipment • New York
THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES 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 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO P-COM, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
SUBSCRIPTION AGREEMENTSubscription Agreement • January 7th, 2003 • P Com Inc • Radio & tv broadcasting & communications equipment • New York
The Subscribers identified on the signature pages hereto (each a “Subscriber”) hereby agrees to purchase, and P-Com, Inc., a Delaware corporation (the “Company”) hereby agrees to issue and to sell to the Subscriber, shares of the Company’s $.0001 par value common stock (the “Company Shares”) and common stock purchase warrants each representing the right to purchase one share per warrant of the Company’s $.0001 par value common stock (“Warrants”) for the aggregate consideration of $500,000 (“Purchase Price”). The form of Warrant is annexed hereto as Exhibit A. (The Company Shares included in the Securities (as hereinafter defined) are sometimes referred to herein as the “Shares”, “Common Shares” or “Common Stock”). (The Company Shares, Warrants, and the common stock issuable upon exercise of the Warrants (“Warrant Shares”) are collectively referred to herein as, the “Securities”). Subject to the terms and conditions hereof and upon acceptance of this agreement by the Subscribers, at the
FUNDS ESCROW AGREEMENTFunds Escrow Agreement • January 7th, 2003 • P Com Inc • Radio & tv broadcasting & communications equipment • New York
This Agreement is dated as of the 30th day of December, 2002 among P-Com, Inc., a Delaware corporation (the “Company”), the Subscribers identified on Schedule A hereto (“Subscriber” or collectively “Subscribers”), and Grushko & Mittman, P.C. (the “Escrow Agent”):
