ContractSeries a Convertible Participating Preferred Stock and Warrant Purchase Agreement • November 29th, 2005 • Navtech Inc • Services-computer programming, data processing, etc. • Delaware
The security represented by this certificate was originally issued on November 22, 2005, and has not been registered under the Securities Act of 1933, as amended. The transfer of such security is subject to the conditions specified in the Series A Convertible Participating Preferred Stock and Warrant Purchase Agreement, dated as of November 22, 2005 (as amended, restated or modified from time to time) by and among the issuer hereof (the “Company”) and certain purchasers of the Company’s securities, and the Company reserves the right to refuse the transfer of such security until such conditions have been fulfilled with respect to such transfer. Upon written request, a copy of such conditions shall be furnished by the Company to the holder hereof without charge.
NOTE PURCHASE AGREEMENT Dated as of November 22, 2005 By and Between Navtech Systems Support Inc. And The Purchasers Referred to HereinNote Purchase Agreement • November 29th, 2005 • Navtech Inc • Services-computer programming, data processing, etc. • Delaware
NOTE PURCHASE AGREEMENT, dated as of November 22, 2005 (this “Agreement”), by and among Navtech Systems Support Inc., an Ontario corporation (the “Company”), and the Persons listed on Annex 1 attached hereto (the “Purchasers”). Unless otherwise indicated herein, capitalized terms used in this Agreement have the meanings set forth in Section 1.
NAVTECH, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 29th, 2005 • Navtech Inc • Services-computer programming, data processing, etc. • Delaware
This Registration Rights Agreement (the “Agreement”) is made as of November 22, 2005 by and among Navtech, Inc., a Delaware corporation (the “Company”), the investors listed on Exhibit A hereto (the “Series A Investors”), ABRY Mezzanine Partners, L.P. (“AMP”) and ABRY Investment Partnership, L.P. (“AIP” together with AMP, each a “Warrant Investor” and, collectively the “Warrant Investors”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 29th, 2005 • Navtech Inc • Services-computer programming, data processing, etc.
This Securities Purchase Agreement (this “Agreement”) is entered into as of November 22, 2005 by and among (i) Navtech (Sweden) AB (the “Purchaser”), a company duly organized and registered under the laws of Sweden, reg. no. 556687-9218, and a subsidiary of Navtech Inc., (ii) Navtech, Inc., a Delaware corporation (“Navtech”), solely for purposes of Section 1.7, and (iii) SAS AB, a limited liability company with its registered office at SE-195 87 Stockholm, a company duly organized and registered under the laws of Sweden, reg. no. 556606-8499 (the “Seller”).
PARENT GUARANTYGuaranty • November 29th, 2005 • Navtech Inc • Services-computer programming, data processing, etc. • Massachusetts
NAVTECH, INC. SERIES A CONVERTIBLE PARTICIPATING PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT November 22, 2005Series a Convertible Participating Preferred Stock and Warrant Purchase Agreement • November 29th, 2005 • Navtech Inc • Services-computer programming, data processing, etc. • Delaware
This SERIES A CONVERTIBLE PREFERRED PARTICIPATING STOCK AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of the 22nd day of November, 2005 by and among Navtech, Inc., a Delaware corporation (the “Company”) and, the investors listed on Exhibit A hereto (each of whom individually is referred to herein as an “Investor” and collectively as the “Investors”).
Navtech, Inc. c/o Navtech Systems Support Inc. Suite 102, 175 Columbia Street W. Waterloo, Ontario Canada N2L 5Z5Board Designation Rights Agreement • November 29th, 2005 • Navtech Inc • Services-computer programming, data processing, etc. • Delaware
WARRANT AGREEMENTWarrant Agreement • November 29th, 2005 • Navtech Inc • Services-computer programming, data processing, etc.
This WARRANT AGREEMENT (this “Agreement”) is made as of November 22, 2005, by and among the Persons listed as Purchasers on the signature pages hereto (each a “Purchaser” and collectively the “Purchasers”), and Navtech, Inc., a Delaware corporation (the “Company”). Capitalized terms used herein and not otherwise defined shall have the meanings given to such terms in Section 6 hereof.
