REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 24th, 2008 • Z Trim Holdings, Inc • Grain mill products • Illinois
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this ___ day of ____, 2008 by and among Z Trim Holdings Inc., an Illinois corporation (the “Company”), ______________ (“Placement Agent”), and certain accredited investors purchasing Units consisting of a $100,000 24-month senior secured promissory note (each, a “Note” and collectively, the “Notes”) convertible at the rate of $0.26 per share into 384,615 shares of common stock, par value $.00005 per share, of the Company (the “Common Stock”) bearing interest at the rate of 8% per annum, which interest is payable quarterly in Common Stock at the rate of $0.26 per share, and two five-year warrants, one to purchase 230,769 shares of Common Stock with an exercise price of $0.01 per share (the “$0.01 Warrants”), and the other to purchase 153,846 shares of Common Stock with an exercise price of $0.26 per share (the “$0.26 Warrants” and, together with the $0.01 Warrants, collectively, the “Warrants”) offered i
ContractConvertible Note Agreement • June 24th, 2008 • Z Trim Holdings, Inc • Grain mill products • Delaware
THIS NOTE AND ANY COMMON STOCK ISSUABLE UPON THE CONVERSION OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS (THE “STATE ACTS”), AND MAY NOT BE OFFERED, SOLD, OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN APPLICABLE EXEMPTION THEREFROM.
SECURITY AGREEMENTSecurity Agreement • June 24th, 2008 • Z Trim Holdings, Inc • Grain mill products • Delaware
THIS SECURITY AGREEMENT (this “Agreement”) dated as of June ___, 2008, is made by Z TRIM HOLDINGS, INC., an Illinois corporation, with an address at 1011 Campus Drive, Mundelein, Illinois 60060 (“Debtor”) in favor of [_________________], as collateral agent for the benefit of the Secured Parties (as defined below), with an address of [_________________] (in such capacity, the “Collateral Agent”).
SUBSCRIPTION AGREEMENT FOR Z TRIM HOLDINGS, INC.Subscription Agreement • June 24th, 2008 • Z Trim Holdings, Inc • Grain mill products • Illinois
