ContractAeroGrow International, Inc. • November 4th, 2005 • Lawn & garden tractors & home lawn & gardens equip • Nevada
THIS WARRANT HAS BEEN ACQUIRED FOR INVESTMENT AND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THIS WARRANT AND THE WARRANT SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR PURSUANT TO AN EXEMPTION THEREFROM UNDER THE SECURITIES ACT AND SUCH STATE LAWS, SUPPORTED BY AN OPINION OF COUNSEL, REASONABLY SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED. THIS WARRANT AND THE COMPANY'S SUBSCRIPTION AGREEMENT WITH THE HOLDER SET FORTH THE COMPANY’S OBLIGATIONS TO REGISTER FOR RESALE THE WARRANT SHARES. A COPY OF SUCH SUBSCRIPTION AGREEMENT IS AVAILABLE FOR INSPECTION AT THE COMPANY’S OFFICE.
PLACEMENT AGREEMENT May 27, 2005Placement Agreement • November 4th, 2005 • AeroGrow International, Inc. • Lawn & garden tractors & home lawn & gardens equip • Colorado
AeroGrow International, Inc. ("Company") proposes to offer, offer for sale and sell up to $3,000,000 of securities, consisting of 300 units ("Units") at an offering price of $10,000 per Unit, to accredited investors. Each Unit will be comprised of a 10% unsecured convertible promissory note in the principal amount of $10,000 due June 30, 2006 ("Note") and 2,000 five-year warrants, each warrant providing for the purchase of one share of the Company's common stock at the exercise price of $5.01 per share ("Warrants").
AEROGROW INTERNATIONAL, INC. SUBSCRIPTION AGREEMENT INSTRUCTIONS IMPORTANT: PLEASE READ CAREFULLY BEFORE SIGNING. SIGNIFICANT REPRESENTATIONS ARE CONTAINED IN THIS DOCUMENT. DELIVER THE EXECUTED AGREEMENTS, NASD QUESTIONNAIRE, AND CUSTOMER ACCOUNT...Subscription Agreement • November 4th, 2005 • AeroGrow International, Inc. • Lawn & garden tractors & home lawn & gardens equip • Colorado
If you are tendering a check, make it payable to “AeroGrow International, Inc. Segregated Account.” If you are paying by wire transfer, please contact Jeff Andrews of Keating Securities, LLC for instructions at (720) 889-0134.
ContractAeroGrow International, Inc. • November 4th, 2005 • Lawn & garden tractors & home lawn & gardens equip
THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE (“CONVERSION SECURITIES”) MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR PURSUANT TO AN EXEMPTION THEREFROM UNDER THE SECURITIES ACT AND SUCH STATE LAWS, SUPPORTED BY AN OPINION OF COUNSEL, REASONABLY SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED. THIS NOTE AND THE COMPANY'S SUBSCRIPTION AGREEMENT WITH THE HOLDER SET FORTH THE COMPANY’S OBLIGATIONS TO REGISTER FOR RESALE THE CONVERSION SECURITIES. A COPY OF SUCH SUBSCRIPTION AGREEMENT IS AVAILABLE FOR INSPECTION AT THE COMPANY’S OFFICE.
STOCK OPTION AGREEMENT RELATING TO THE AEROGROW INTERNATIONAL, INC.Stock Option Agreement • November 4th, 2005 • AeroGrow International, Inc. • Lawn & garden tractors & home lawn & gardens equip • Colorado
This Stock Option Agreement (“Option Agreement”) dated effective as of the ______ day of ______________ 200_ ("Effective Date"), is between AeroGrow International, Inc., a Nevada corporation (the "Company"), and ______________________ (the "Optionee").
ContractMaster Service Agreement • November 4th, 2005 • AeroGrow International, Inc. • Lawn & garden tractors & home lawn & gardens equip • Georgia
Date: May 15, 2005 Memo to: Jerry Gutterman From: Michael Bissonnette Subject: New Consulting Agreement Effective 5/16/05AeroGrow International, Inc. • November 4th, 2005 • Lawn & garden tractors & home lawn & gardens equip
FORM OF NON-DISCLOSURE AGREEMENTNon-Disclosure Agreement • November 4th, 2005 • AeroGrow International, Inc. • Lawn & garden tractors & home lawn & gardens equip • Colorado
____________________ (Company Name), with its principal offices located at _____________ _____________________________________ (Company Address) (herein after called "ABC"), is interested in entering into a business relationship (a "Possible Transaction") with AeroGrow International, Inc., a Nevada corporation, with its headquarters located at 900 28th Street, Suite 201, Boulder, CO 80303 (herein after called "AeroGrow"). In order to discuss and evaluate the Possible Transaction, (a) ABC has requested that disclose AeroGrow disclose to ABC certain confidential and proprietary data and other information of substantial value to AeroGrow, and (b) AeroGrow has requested that ABC disclose to AeroGrow certain confidential and proprietary data and other information of substantial value to ABC. This information may be in both oral and written form. Each of ABC and AeroGrow acknowledges that the other's disclosure of its confidential and proprietary data and information to third parties will pr
UNDERWRITING AGREEMENT Between AEROGROW INTERNATIONAL, INC. and KEATING SECURITIES LLC and NEWBRIDGE SECURITIES INC. Dated: ____________, 2004Underwriting Agreement • November 4th, 2005 • AeroGrow International, Inc. • Lawn & garden tractors & home lawn & gardens equip • New York
The undersigned, AeroGrow International, Inc., a Nevada corporation (the “Company”), hereby confirms its agreement with Keating Securities LLC (“Keating”) and Newbridge Securities Inc. (“Newbridge”) ( Keating and Newbridge, together being referred to herein variously as “you,” or the “Underwriters” or individually an “Underwriter”) as follows:
WARRANT AGREEMENTWarrant Agreement • November 4th, 2005 • AeroGrow International, Inc. • Lawn & garden tractors & home lawn & gardens equip • Colorado
Agreement made as of _________________, 2006, between AeroGrow International, Inc., a Nevada corporation with offices at 900 28th Street, Suite 201, Boulder, Colorado 80303 (“Company”), and Corporate Stock Transfer Company, a Colorado corporation with offices at 3200 Cherry Creek South Drive, Denver, Colorado 80209, (herein called “Warrant Agent”).
