LOAN AND SECURITY AGREEMENT by and between MORIAH CAPITAL, L.P., as Lender, and EMAGIN CORPORATION, as Borrower Dated: August 7, 2007Loan and Security Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
THIS LOAN AND SECURITY AGREEMENT dated this 7th day of August 2007 by and between EMAGIN CORPORATION, a Delaware corporation, with its principal place of business located at 10500 N.E. 8th Street, Suite 1400, Bellevue, Washington 98004 (the "Borrower"), and MORIAH CAPITAL, L.P., a Delaware limited partnership with offices at 685 Fifth Avenue, New York, New York 10022 (as further defined below, the "Lender").
EMAGIN CORPORATION 6% SENIOR SECURED CONVERTIBLE NOTE DUE 2007-2008Convertible Note • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
NOTE PURCHASE AGREEMENT dated as of July 21, 2006 by and between EMAGIN CORPORATION and [NAME OF INVESTOR] 6% SENIOR SECURED CONVERTIBLE NOTES DUE 2007-2008 AND COMMON STOCK PURCHASE WARRANTSNote Purchase Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
THIS NOTE PURCHASE AGREEMENT, dated as of July 21, 2006 (this “Agreement”), by and between eMagin Corporation, a Delaware corporation (the “Company”), with headquarters located at 10500 N.E. 8th Street, Suite 1400, Bellevue, Washington 98004, and [NAME OF BUYER] (the “Buyer”).
NEITHER THIS WARRANT NOR THE SECURITIES INTO WHICH THIS WARRANT IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES REGULATORS OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Warrant Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices
EMAGIN CORPORATION, a Delaware corporation, hereby certifies that, for value received, ______________________ or registered assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company at any time or from time to time before 5:00 p.m., New York City time, on the Expiration Date (such capitalized term and all other capitalized terms used herein having the respective meanings provided herein), [BEFORE ISSUANCE INSERT AMOUNT OF SHARES EQUAL TO 70% OF THE NUMBER OF SHARES INITIALLY ISSUABLE UPON CONVERSION OF THE NOTE BEING ISSUED TO THE HOLDER OF THIS WARRANT, DETERMINED WITHOUT REGARD TO ANY LIMITATION ON CONVERSION] paid and nonassessable shares of Common Stock at a purchase price per share equal to the Purchase Price. The number of such shares of Common Stock and the Purchase Price are subject to adjustment as provided in this Warrant.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
LOCKBOX AGREEMENTLockbox Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
THIS LOCKBOX AGREEMENT, dated as of July 21, 2006 (this “Agreement”), by and between EMAGIN CORPORATION, a Delaware corporation (the “Company”), the bank or other financial institution which may become a party hereto in accordance with Section 25, as lockbox agent (the “Lockbox Agent”), and ALEXANDRA GLOBAL MASTER FUND LTD., a British Virgin Islands international business company (the “Collateral Agent”).
PATENT AND TRADEMARK SECURITY AGREEMENTPatent and Trademark Security Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
LOAN CONVERSION AGREEMENTLoan Conversion Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
LOAN CONVERSION AGREEMENT, dated as of August 7, 2007 (this “Agreement”), between eMagin Corporation, a Delaware corporation (the “Company”), and Moriah Capital, L.P., a Delaware limited partnership (together with its successors and any assignees, “Lender”).
ContractIntercreditor Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
This Agreement is made pursuant to the Securities Issuance Agreement, dated as of the date hereof, by and between the Lender and the Company (as amended, modified or supplemented from time to time, the “Securities Issuance Agreement”), and pursuant to the Loan and Security Agreement (the “Loan Agreement”) referred to therein.
SECURITIES ISSUANCE AGREEMENTSecurities Issuance Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
THIS SECURITIES ISSUANCE AGREEMENT (this “Agreement”) is made and entered into as of August 7, 2007, by and between eMagin Corporation, a Delaware corporation (the “Company”), and Moriah Capital, L.P., a Delaware limited partnership (the “Lender”).
ContractPost-Closing Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices
Annex VIII to Note Purchase AgreementNote Purchase Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices
SECURED CONVERTIBLE REVOLVING LOAN NOTESecured Convertible Revolving Loan Note • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
FOR VALUE RECEIVED, the undersigned, EMAGIN CORPORATION, a Delaware corporation, with its principal place of business located at 10500 N.E. 8th Street, Suite 1400 Bellevue, Washington 12533 (“eMagin” and “Borrower”) promises to pay to the order of MORIAH CAPITAL, L.P., a Delaware limited partnership with offices at 685 Fifth Avenue, New York, New York 10022, and its successors and assigns (“Lender”), on or before the Maturity Date, the principal sum of up to Two Million Five Hundred Thousand Dollars ($2,500,000) in accordance with the Loan and Security Agreement, of even date herewith, entered into by and between Borrower and Lender (as amended from time to time, the “Agreement”). Capitalized terms used herein and not defined herein shall have their respective meanings as set forth in the Agreement.
LOCKUP AGREEMENTLockup Agreement • October 22nd, 2008 • Emagin Corp • Semiconductors & related devices • New York
Reference is made to the several Note Purchase Agreements, dated as of the date hereof, by and between eMagin Corporation, a Delaware corporation (the "Company"), and the respective buyers who are parties thereto and hereto (each, a "Buyer" and collectively, the "Buyers"), and any successors and assigns thereto (the "Note Purchase Agreements"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings assigned to such terms in the Agreements.
