TRI-S SECURITY CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • December 1st, 2004 • Tri-S Security Corp • Services-detective, guard & armored car services • Colorado
Bathgate Capital Partners LLC As Representatives of the several Underwriters named in Schedule I hereto 5350 S. Roslyn Street Suite 400 Greenwood Village, Colorado 80111
TRI-S SECURITY CORPORATION MARKET STAND-OFF AGREEMENTMarket Stand-Off Agreement • December 1st, 2004 • Tri-S Security Corp • Services-detective, guard & armored car services
WHEREAS, the undersigned ("Investor") is an investor in Tri S Security Corporation (the "Company"), having puchased shares of the capital stock of the Company or certain notes and warrants issued by the Company, which notes and or warrants are convertible into the capital stock of the Company.
EMPLOYMENT AGREEMENT BETWEEN DIVERSIFIED SECURITY CORPORATION AND RONALD G. FARRELLEmployment Agreement • December 1st, 2004 • Tri-S Security Corp • Services-detective, guard & armored car services • Georgia
THIS AGREEMENT made and entered into as of this 1 day of January, 2002 by and between DIVERSIFIED SECURITY CORPORATION, a Georgia corporation (the "Corporation"), and Ronald G. Farrell (hereinafter referred to as "Executive").
EXCHANGE AND RECAPITALIZATION AGREEMENTExchange and Recapitalization Agreement • December 1st, 2004 • Tri-S Security Corp • Services-detective, guard & armored car services
This Exchange and Recapitalization Agreement (together with the Exhibits hereto, the "Agreement") is made as of November 15, 2004 by and among Tri-S Security Corporation, a Georgia corporation (the "Company"), the holders (collectively, the "Shareholders") of all the Company's outstanding shares of common stock, $0.001 par value per share (the "Common Stock"), series A convertible preferred stock, $1.00 par value per share (the "Series A Convertible Preferred Stock"), and series B convertible preferred stock, $1.00 par value per share (the "Series B Convertible Preferred Stock"), and the holders of all the Company's outstanding options and warrants to purchase Common Stock (the "Option Holders").
