EXHIBIT A FORM OF WARRANTWarrant Agreement • August 14th, 2001 • Teraglobal Communications Corp • Telegraph & other message communications • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED OR UNLESS SOLD PURSUANT TO AN EXEMPTION UNDER SUCH ACT.
SERIES A PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT between TERAGLOBAL COMMUNICATIONS CORP. and WALLERSUTTON 2000, L.P. INDEX OF DEFINED TERMSSeries a Preferred Stock and Warrant Purchase Agreement • August 14th, 2001 • Teraglobal Communications Corp • Telegraph & other message communications
AGREEMENT, dated as of June 28, 2001, by and between TERAGLOBAL COMMUNICATIONS CORP., a Delaware corporation (the “Company” or “Issuer”), and WALLERSUTTON 2000, L.P., a Delaware limited partnership (“WallerSutton” or the “Purchaser”).
REGISTRATION RIGHTS AGREEMENT between TERAGLOBAL COMMUNICATIONS CORP., and WALLERSUTTON 2000, L.P. and The Parties Set Forth On Exhibit A Hereto Dated as of June 28, 2001Registration Rights Agreement • August 14th, 2001 • Teraglobal Communications Corp • Telegraph & other message communications • New York
This AGREEMENT, is made as of June 28, 2001, between TERAGLOBAL COMMUNICATIONS CORP., a Delaware corporation (the “Company”), WALLERSUTTON 2000, L.P., a Delaware limited partnership (“WallerSutton”) and the parties set forth on Exhibit A attached hereto (the “Bridge Financiers” and, collectively, with WallerSutton, the “Purchasing Parties”).
TERAGLOBAL COMUNICATIONS CORPORATION SHAREHOLDERS' AGREEMENTShareholder Agreement • August 14th, 2001 • Teraglobal Communications Corp • Telegraph & other message communications • New York
THIS SHAREHOLDERS' AGREEMENT(this “Agreement”) is dated as of June 28, 2001, by and among TERAGLOBAL COMMUNICATIONS CORP., a Delaware corporation (the “Company”), WALLERSUTTON 2000, L.P., a Delaware limited partnership (“WallerSutton”), Robert E. Randall (“Randall”), James A. Mercer III, (“Mercer”), Grant Holcomb (“Holcomb”) and Paul Cox (“Cox”). (Randall, Mercer, Holcomb and Cox are sometimes referred to as “Shareholder” and collectively, the “Shareholders”).
