LIGHTSPACE CORPORATION 600,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • September 7th, 2006 • Lightspace Corp • Electric lighting & wiring equipment • New York
Lightspace Corporation, a Delaware corporation (the “Company”), confirms its agreement with Griffin Securities, Inc. (the “Underwriter”) with respect to the engagement of the Underwriter as agent of the Company, on a best efforts basis, for the offer and sale by the Company of a minimum of 450,000 units and up to 600,000 units (“Units”) (the “Public Offering”). Each Unit consists of (i) eight shares of the Company’s Common Stock, $.0001 par value (“Common Stock”), (ii) eight warrants to purchase one share of Common Stock at $1.00 per share, (iii) two warrants to purchase one share of Common Stock at $1.25 per share, and (iv) two warrants to purchase one share of Common Stock at $1.63 per share (such warrants, collectively, the “Unit Warrants”). The Units and the securities contained in the Units (with the Underwriter’s Warrant and securities contained therein, collectively, the “Securities”) are more fully described in the Registration Statement and the Prospectus referred to below.
LIGHTSPACE CORPORATION Warrant for the Purchase of Units _______ UnitsWarrant Agreement • September 7th, 2006 • Lightspace Corp • Electric lighting & wiring equipment • New York
For value received, LIGHTSPACE CORPORATION, a Delaware corporation (the “Company”), hereby certifies that GRIFFIN SECURITIES, INC., its designees and assigns, is entitled to purchase and receive from the Company, at any time or from time to time commencing August __, 2007 and prior to 5:00 PM, New York City time, on August __, 2011 (the “Expiration Date”) ____________ (_____) fully paid and non-assessable Units of the Company, each Unit consisting of (i) eight shares of Common Stock of the Company, par value $.0001 per share (“Common Stock”), (ii) eight warrants to purchase one share of Common Stock at $1.00 per share, (iii) two warrants to purchase one share of Common Stock at $1.25 per share, and (iv) two warrants to purchase one share of Common Stock at $1.63 per share, for a purchase price of $7.68 per Unit (the “Exercise Price”). The Units issuable upon the exercise of this Warrant are identical to the Units registered for sale to the public (the “Offering”) pursuant to the Compan
Manufacturing ContractManufacturing Agreement • September 7th, 2006 • Lightspace Corp • Electric lighting & wiring equipment
This contract is made by and between the Customer and the Manufacturer (hereafter as MFR): where the Customer agrees to buy and the MFR agrees to sell manufactured products according to the terms and conditions stipulated below:
Lightspace Corporation Cambridge, MA 02140Separation Agreement • September 7th, 2006 • Lightspace Corp • Electric lighting & wiring equipment • Massachusetts
This letter agreement (this “Agreement”) confirms the terms of the termination of your employment with the Lightspace Corporation (the “Company”) and your separation agreement with the Company.
