ContractWarrant Agreement • May 19th, 2011 • Nexaira Wireless Inc. • Communications equipment, nec • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR NEXAIRA WIRELESS, INC. SHALL HAVE RECEIVED AN OPINION OF COUNSEL THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
LOAN AND SECURITY AGREEMENT between NEXAIRA, INC. as Borrower, and CENTURION CREDIT FUNDING LLC as Lender Dated as of May 16, 2011Loan and Security Agreement • May 19th, 2011 • Nexaira Wireless Inc. • Communications equipment, nec • New York
This LOAN AND SECURITY AGREEMENT (“Agreement”) is dated as of May 16, 2011, and entered into by and between NEXAIRA, INC., a California corporation (“Borrower”), and CENTURION CREDIT FUNDING LLC, a Delaware limited liability company (“Lender”), and, solely with respect to Sections 2.13, 2.14 and 2.15, Nexaira Wireless Inc., a Nevada corporation (“Holdings”).
GENERAL CONTINUING GUARANTYGeneral Continuing Guaranty • May 19th, 2011 • Nexaira Wireless Inc. • Communications equipment, nec • New York
This GENERAL CONTINUING GUARANTY (this “Guaranty”), dated as of May 16, 2011 is executed and delivered by NEXAIRA WIRELESS. INC., a Nevada corporation (“Guarantor”), with an address at 6650 Lusk Boulevard, Suite B203 San Diego, California 92121, in favor of CENTURIION CREDIT FUNDING LLC, a Delaware limited liability company, with an address at 152 West 57th Street, 54th Floor, New York, New York 10019, Attn: David Steinberg, as lender (together with its successors and assigns, if any, “Lender”).
SECURITY AGREEMENTSecurity Agreement • May 19th, 2011 • Nexaira Wireless Inc. • Communications equipment, nec • New York
This Security Agreement (this “Agreement”) dated May 16, 2011, by and between among NEXAIRA WIRELESS (BC) LTD., a corporation organized under the laws of the province of British Columbia (“Guarantor”), with an address at 1404-510 West Hastings Street, Vancouver, BC V6B 1L8 and CENTURION CREDIT FUNDING LLC, a Delaware limited liability company (“Lender”), with an address at 152 West 57th Street, 54th Floor, New York, New York 10019, Attn: David Steinberg.
