ContractWarrant Agreement • December 23rd, 2008 • Emagin Corp • Semiconductors & related devices
NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE HEREUNDER HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THESE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(A) UNDER THE SECURITIES ACT.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 23rd, 2008 • Emagin Corp • Semiconductors & related devices
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of December 18, 2008, among eMagin Corporation, a Delaware corporation (the “Company”), and each of the purchasers named on Schedule A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
EXCHANGE AGREEMENTExchange Agreement • December 23rd, 2008 • Emagin Corp • Semiconductors & related devices • New York
THIS EXCHANGE AGREEMENT (the “Agreement”), dated as of December 22, 2008, is made by and between eMagin Corporation, a Delaware corporation (“Company”), and each of the holders named on Schedule A hereto (each, including its successors and assigns, a “Holder” and collectively the “Holders”).
