INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • May 24th, 2011 • DecisionPoint Systems, Inc. • Services-computer integrated systems design • New York
This Agreement is being entered into pursuant to the Note Purchase Agreement, dated as of May 18, 2011, by and among the Company and the Purchaser (the “Purchase Agreement”).
SECURITY AGREEMENTSecurity Agreement • May 24th, 2011 • DecisionPoint Systems, Inc. • Services-computer integrated systems design • New York
THIS SECURITY AGREEMENT, dated as of May 18, 2011 (this “Agreement”), made by DecisionPoint Systems, Inc., a Delaware corporation (the “Company”), and each of the Subsidiaries of the Company set forth on Schedule I hereto (each a Subsidiary and together with the Company, the “Grantor”), to Sigma Opportunity Fund II, LLC, a Delaware limited liability company, as the initial holder of the Note (the “Holder”). All capitalized terms used herein without definition shall have the respective meanings assigned to such terms in the Note.
ContractDecisionPoint Systems, Inc. • May 24th, 2011 • Services-computer integrated systems design • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”). PURSUANT TO THE SECURITIES PURCHASE AGREEMENT, THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE 1933 ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
NOTE PURCHASE AGREEMENT dated as of May 18, 2011 by and between DECISIONPOINT SYSTEMS, INC. and SIGMA OPPORTUNITY FUND II, LLC SENIOR SUBORDINATED SECURED NOTESNote Purchase Agreement • May 24th, 2011 • DecisionPoint Systems, Inc. • Services-computer integrated systems design • New York
THIS NOTE PURCHASE AGREEMENT, dated as of May 18, 2011 (this “Agreement”), by and between DECISIONPOINT SYSTEMS, INC., a Delaware corporation (the “Company”), with headquarters located at 19655 Descartes, Foothill Ranch, CA 92610-2609, and SIGMA OPPORTUNITY FUND II, LLC, with headquarters located at 800 Third Avenue, Suite 1701, New York, NY 10022 (“Buyer”).
ADVISORY SERVICES AGREEMENTAdvisory Services Agreement • May 24th, 2011 • DecisionPoint Systems, Inc. • Services-computer integrated systems design • New York
THIS ADVISORY SERVICES AGREEMENT (this “Agreement”) is made as of May 18, 2011 (the “Effective Date”) by and between Sigma Capital Advisors, LLC, a Delaware limited liability company (the “Service Provider”), and DecisionPoint Systems, Inc., a Delaware corporation (the “Company”).
