REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December ___, 2007, between uVuMobile, Inc., a Delaware corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT UVUMOBILE, INC.uVuMobile, Inc • December 21st, 2007 • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date the Authorized Share Approval is received and effective (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the date the Authorized Share Approval is received and effective (the “Termination Date”) but not thereafter, to subscribe for and purchase from uVuMobile, Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December ___, 2007 between uVuMobile, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
8% SECURED CONVERTIBLE DEBENTURE DUE DECEMBER ___, 2009uVuMobile, Inc • December 21st, 2007 • Services-business services, nec • New York
THIS DEBENTURE is one of a series of duly authorized and validly issued 8% Secured Convertible Debentures of uVuMobile Inc., a Delaware corporation, (the “Company”), having its principal place of business at 2160 Satellite Boulevard, Suite 130, Duluth, Georgia 30097, designated as its 8% Secured Convertible Debenture due December ___, 2009 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SECURITY AGREEMENTSecurity Agreement • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec • New York
This SECURITY AGREEMENT, dated as of December __, 2007 (this “Agreement”), is among uVuMobile, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 8% Secured Convertible Debentures due December ___, 2009 and issued on December ___, 2007 in the original aggregate principal amount of $[_____ (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec • New York
SUBSIDIARY GUARANTEE, dated as of December __, 2007 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between uVuMobile, Inc., a Delaware corporation (the “Company”) and the Purchasers.
COMMON STOCK PURCHASE WARRANT UVUMOBILE, INC.uVuMobile, Inc • December 21st, 2007 • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the date the Authorized Share Approval is received and effective (the “Termination Date”) but not thereafter, to subscribe for and purchase from uVuMobile, Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
