ContractEquifin Inc • January 2nd, 2004 • Short-term business credit institutions • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO EQUIFIN, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
December 12, 2003Equifin Inc • January 2nd, 2004 • Short-term business credit institutions
Reference is hereby made to that certain Securities Purchase Agreement dated as of December , 2003 by and among Equifin, Inc. (“Equifin”), Equinox Business Credit Corp. (“EBCC”) and Laurus Master Fund, Ltd. (“Laurus”) (the “Purchase Agreement”) pursuant to which, among other things, Equifin and EBCC jointly and severally issued to Laurus a secured convertible promissory note in the aggregate principal amount of $1,100,000 (the ‘Note”) as part of a financing facility that shall permit borrowings of up an aggregate of three million dollars ($3,000,000) outstanding at any time. Capitalized terms used but not defined herein shall have the meanings given them in the Purchase Agreement or the Note, as applicable.
ContractEquifin Inc • January 2nd, 2004 • Short-term business credit institutions • New York
THIS CONVERTIBLE TERM NOTE IS SUBJECT TO THE SUBORDINATION PROVISIONS SET FORTH IN THE CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT DATED DECEMBER , 2003, AMONG EACH OF EQUINOX BUSINESS CREDIT CORPORATION (“DEBTOR”), EQUIFIN, INC., WELLS FARGO FOOTHILL, INC. AND LAURUS MASTER FUND, LTD., A COPY OF WHICH IS ON FILE AT THE OFFICE OF DEBTOR AND IS AVAILABLE FOR INSPECTION AT SUCH OFFICE.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, by and among, the Purchaser, Equinox Business Credit Corp. (“Equinox”) and the Company (the “Securities Purchase Agreement”), and pursuant to the Note and the Warrants referred to therein.
SUBORDINATION AND INTERCREDITOR AGREEMENTSubordination and Intercreditor Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • California
THIS SUBORDINATION AND INTERCREDITOR AGREEMENT (as hereafter amended, restated or otherwise modified from time to time, the “Agreement”) is entered into effective as of December 12, 2003 (the “Effective Date”), by and among LAURUS MASTER FUND, LTD., a Cayman Islands company (together with its successors and assigns to the extent permitted hereby, the “Junior Creditor”), WELLS FARGO FOOTHILL, INC. (f/k/a Foothill Capital Corporation), as Lender under the hereinafter defined Senior Credit Agreement (together with its successors and assigns, the “Lender”) EQUINOX BUSINESS CREDIT CORP., a New Jersey corporation (together with its successors and assigns, “Debtor”) and EQUIFIN, INC., a Delaware corporation (together with its successors and assigns, “Guarantor”). Terms defined in Section 1, where used in the Recitals below and elsewhere in this Agreement, shall have the same meanings, where so used, as are prescribed therein.
ContractSecurity Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
THIS SECURITY AGREEMENT IS SUBJECT TO THE SUBORDINATION PROVISIONS SET FORTH IN THE CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT DATED DECEMBER , 2003, AMONG EACH OF EQUINOX BUSINESS CREDIT CORPORATION (“DEBTOR”), EQUIFIN, INC., WELLS FARGO FOOTHILL, INC. AND LAURUS MASTER FUND, LTD., A COPY OF WHICH IS ON FILE AT THE OFFICE OF DEBTOR AND IS AVAILABLE FOR INSPECTION AT SUCH OFFICE.
GUARANTYGuaranty • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
FOR VALUE RECEIVED, and in consideration of note purchases from, loans made or to be made or credit otherwise extended or to be extended by Laurus Master Fund, Ltd. (“Laurus”) to or for the account of Equinox Business Credit Corp. (“Debtor”) from time to time and at any time and for other good and valuable consideration and to induce Laurus, in its discretion, to purchase such notes, make such loans or extensions of credit and to make or grant such renewals, extensions, releases of collateral or relinquishments of legal rights as Laurus may deem advisable, the undersigned (referred to as “Guarantor” or “the undersigned”) unconditionally guaranties to Laurus, its successors, endorsees and assigns the prompt payment when due (whether by acceleration or otherwise) of all present and future obligations and liabilities of any and all kinds of Debtor to Laurus and of all instruments of any nature evidencing or relating to any such obligations and liabilities upon which Debtor or one or more
EQUIFIN, INC. SECURITIES PURCHASE AGREEMENT December , 2003Securities Purchase Agreement • January 2nd, 2004 • Equifin Inc • Short-term business credit institutions • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December , 2003, by and between EQUIFIN, INC., a Delaware corporation (the “Company”), and EQUINOX BUSINESS CREDIT CORP., a New Jersey corporation (the “Subsidiary”) and Laurus Master Fund, Ltd., a Cayman Islands company (the “Purchaser”). (The Company and the Subsidiary are collectively referred to herein as the “Borrower”)
