THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF AUGUST 30, 2007,...Pacificap Entertainment Holdings Inc • September 6th, 2007 • Cable & other pay television services • New York
THIS CERTIFIES THAT, for value received, NEW MILLENNIUM CAPITAL PARTNERS II, LLC or its registered assigns, is entitled to purchase from Pacificap Entertainment Holdings, Inc., a Nevada corporation (the “Company”), at any time or from time to time during the period specified in Paragraph 2 hereof, 88,000 fully paid and nonassessable shares of the Company’s Common Stock, $.001 par value per share (the “Common Stock”), at an exercise price per share equal to $.005 (the “Exercise Price”). The term “Warrant Shares,” as used herein, refers to the shares of Common Stock purchasable hereunder. The Warrant Shares and the Exercise Price are subject to adjustment as provided in Paragraph 4 hereof. The term “Warrants” means this Warrant and the other warrants issued pursuant to that certain Securities Purchase Agreement, dated August 30, 2007, by and among the Company and the Buyers listed on the execution page thereof (the “Securities Purchase Agreement”), including any additional warrants issua
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 6th, 2007 • Pacificap Entertainment Holdings Inc • Cable & other pay television services • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 30, 2007, by and among Pacificap Entertainment Holdings, Inc., a Nevada corporation with its headquarters located at 2361 Campus Drive, Suite 101, Irvine, California 92612 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF AUGUST 30, 2007,...Exercise Agreement • September 6th, 2007 • Pacificap Entertainment Holdings Inc • Cable & other pay television services • New York
THIS CERTIFIES THAT, for value received, AJW PARTNERS, LLC or its registered assigns, is entitled to purchase from Pacificap Entertainment Holdings, Inc., a Nevada corporation (the “Company”), at any time or from time to time during the period specified in Paragraph 2 hereof, 704,000 fully paid and nonassessable shares of the Company’s Common Stock, $.001 par value per share (the “Common Stock”), at an exercise price per share equal to $.005 (the “Exercise Price”). The term “Warrant Shares,” as used herein, refers to the shares of Common Stock purchasable hereunder. The Warrant Shares and the Exercise Price are subject to adjustment as provided in Paragraph 4 hereof. The term “Warrants” means this Warrant and the other warrants issued pursuant to that certain Securities Purchase Agreement, dated August 30, 2007, by and among the Company and the Buyers listed on the execution page thereof (the “Securities Purchase Agreement”), including any additional warrants issuable pursuant to Secti
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 6th, 2007 • Pacificap Entertainment Holdings Inc • Cable & other pay television services • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 30, 2007, by and among Pacificap Entertainment Holdings, Inc., a Nevada corporation, with headquarters located at 2361 Campus Drive, Suite 101, Irvine, California 92612 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF AUGUST 30, 2007,...Stock Purchase Warrant • September 6th, 2007 • Pacificap Entertainment Holdings Inc • Cable & other pay television services • New York
THIS CERTIFIES THAT, for value received, AJW MASTER FUND, LTD. or its registered assigns, is entitled to purchase from Pacificap Entertainment Holdings, Inc., a Nevada corporation (the “Company”), at any time or from time to time during the period specified in Paragraph 2 hereof, 7,208,000 fully paid and nonassessable shares of the Company’s Common Stock, $.001 par value per share (the “Common Stock”), at an exercise price per share equal to $.005 (the “Exercise Price”). The term “Warrant Shares,” as used herein, refers to the shares of Common Stock purchasable hereunder. The Warrant Shares and the Exercise Price are subject to adjustment as provided in Paragraph 4 hereof. The term “Warrants” means this Warrant and the other warrants issued pursuant to that certain Securities Purchase Agreement, dated August 30, 2007, by and among the Company and the Buyers listed on the execution page thereof (the “Securities Purchase Agreement”), including any additional warrants issuable pursuant to
