ContractXplore Technologies Corp • March 5th, 2009 • Computer & office equipment • Delaware
THIS SECURITY AND THE SHARES OF COMMON STOCK WHICH MAY BE PURCHASED UPON THE EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND SUCH SECURITIES MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION AND REGISTRATION UNDER APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM UNDER THE ACT AND THE RULES AND REGULATIONS THEREUNDER AND SUCH APPLICABLE STATE SECURITIES LAWS.
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND SUCH NOTE MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER THE ACT AND...Loan and Security Agreement • March 5th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
THIS NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) BY AND AMONG XPLORE TECHNOLOGIES CORP. (THE “PARENT”) AND XPLORE TECHNOLOGIES CORPORATION OF AMERICA (THE “SUBSIDIARY, COLLECTIVELY WITH THE PARENT, THE “BORROWERS”), THE HOLDER, AND SILICON VALLEY BANK (THE “SENIOR LENDER”), TO THE INDEBTEDNESS (INCLUDING INTEREST) OWED BY THE BORROWERS PURSUANT TO THAT CERTAIN LOAN AND SECURITY AGREEMENT DATED AS OF SEPTEMBER 15, 2005 (THE “LOAN AGREEMENT”), BY AND AMONG THE SUBSIDIARY AND THE SENIOR LENDER, AS SUCH LOAN AGREEMENT HAS BEEN AND HEREAFTER MAY BE AMENDED, SUPPLEMENTED, RESTATED OR OTHERWISE MODIFIED FROM TIME TO TIME.
NOTE PURCHASE AGREEMENT Among XPLORE TECHNOLOGIES CORP. XPLORE TECHNOLOGIES CORPORATION OF AMERICA and THE PURCHASERS Dated February 27, 2009Note Purchase Agreement • March 5th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made on the 27th day of February, 2009, by and among Xplore Technologies Corp., a Delaware corporation (the “Parent”), Xplore Technologies Corporation of America, a Delaware corporation and wholly-owned subsidiary of the Parent (the “Subsidiary” and collectively with the Parent, the “Borrowers”), and the purchasers listed on Schedule I hereto, each of which is herein referred to as an “Initial Purchaser” and the purchasers listed from time to time on Schedule II hereto, each of which is herein referred to as an “Additional Purchaser”, and collectively, as the “Purchasers”.
XPLORE TECHNOLOGIES CORP.Xplore Technologies Corp • March 5th, 2009 • Computer & office equipment
Reference is made to that certain Note Purchase Agreement, dated September 5, 2008, by and among Xplore Technologies Corp. (the “Parent”), Xplore Technologies Corporation of America (the “Subsidiary” and collectively with the Parent, the “Borrowers”) and the Purchasers listed on Schedule I and Schedule II thereto (the “Note Purchase Agreement”), the promissory notes issued in connection therewith by the Borrowers to the Purchasers (the “Notes”) and the warrants issued in connection therewith by the Parent to the Purchasers (the “Warrants”). Any capitalized terms used but not otherwise defined herein shall have the same meanings ascribed to such terms in the Agreement.
