SECURITY AGREEMENTSecurity Agreement • January 14th, 2009 • Microfluidics International Corp • Laboratory apparatus & furniture • New York
THIS SECURITY AGREEMENT (this “Agreement”), dated as of November 14, 2008, is made between MICROFLUIDICS INTERNATIONAL CORPORATION, a Delaware corporation (“Debtor”), and GLOBAL STRATEGIC PARTNERS, LLC, a Delaware limited liability company (“Secured Party”).
Microfluidics International Corporation Newton, MA 02464Registration Rights Agreement • January 14th, 2009 • Microfluidics International Corp • Laboratory apparatus & furniture • Delaware
Re: Registration Rights Agreement dated as of November 14, 2008 (the “Agreement”), by and between Global Strategic Partners, LLC (the “Investor”) and Microfluidics International Corporation (the “Company”)
DEBENTURE AND WARRANT PURCHASE AGREEMENTDebenture and Warrant Purchase Agreement • January 14th, 2009 • Microfluidics International Corp • Laboratory apparatus & furniture • New York
THIS DEBENTURE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of November 14, 2008 by and among Microfluidics International Corporation, a Delaware corporation (the “Company”), and Global Strategic Partners, LLC, a Delaware limited liability company (“Investor”)
COMMON STOCK PURCHASE WARRANT Warrant to Purchase Shares of Common Stock of Microfluidics International CorporationCommon Stock Purchase Warrant • January 14th, 2009 • Microfluidics International Corp • Laboratory apparatus & furniture
This COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, Global Strategic Partners, LLC (“GSP”) is entitled to purchase from Microfluidics International Corporation, a Delaware corporation (the “Company”), that number of shares (the “Warrant Shares”) of the Company’s common stock, par value $.01 per share (the “Common Stock”) that, when combined with the Common Stock issuable upon the conversion of the entire principal balance of the Debenture (as defined below), constitutes a total of up to fifty percent (50%) of the total number shares of the Company’s Common Stock then outstanding on a fully diluted basis, all upon the terms and subject to the limitations hereinafter set forth. This Warrant has been issued contemporaneously with the sale by the Company to GSP of the Company’s 9% Convertible Debenture (the “Debenture”) in the principal amount of Five Million Dollars ($5,000,000).
AMENDMENT NO. 1 TO DEBENTURE AND WARRANT PURCHASE AGREEMENT and AMENDMENT NO. 1 TO CONVERTIBLE DEBENTUREDebenture and Warrant Purchase Agreement • January 14th, 2009 • Microfluidics International Corp • Laboratory apparatus & furniture
THIS AMENDMENT NO. 1 TO THE DEBENTURE AND NOTE PURCHASE AGREEMENT AND AMENDENT NO. 1 THE CONVERTIBLE DEBENTURE (the “Amendment”) is made effective as of the 17th day of November, 2008, by and between Microfluidics International Corporation, a Delaware corporation (the “Company”), and Global Strategic Partners, LLC , a Delaware limited liability company (the “Investor”).
