LIGHTSPACE CORPORATION 600,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • September 28th, 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.
AMENDMENT TO SENIOR SECURED NOTESenior Secured Note • September 28th, 2006 • Lightspace Corp • Electric lighting & wiring equipment
AMENDMENT TO SENIOR SECURED NOTE, dated as of September 28, 2006, made by and between LIGHTSPACE CORPORATION, a Delaware corporation, with its principal offices located at 529 Main Street, Suite 330, Boston, Massachusetts, 02129 (the “Borrower”) and the entities set forth on Schedule 1 attached hereto (the “Holders”). Capitalized terms used herein and not otherwise defined herein shall have the meaning assigned to such term in the Existing Notes (as defined below).
