ContractThomas Equipment, Inc. • November 22nd, 2005 • Construction machinery & equip • New York
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATES SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THOMAS EQUIPMENT, INC. (F/K/A MAXIM MORTGAGE CORPORATION) THAT SUCH REGISTRATION IS NOT REQUIRED.
LAURUS MASTER FUND, LTD. c/o Laurus Capital Management, LLCSecurity and Purchase Agreement • November 22nd, 2005 • Thomas Equipment, Inc. • Construction machinery & equip • New York
Reference is made to the Security and Purchase Agreement dated as of November 9, 2004 (as amended, restated, modified and supplemented from time to time, the “Agreement”) among Thomas Equipment, Inc. (f/k/a Maxim Mortgage Corporation) (“Thomas Equipment”) and Thomas Ventures, Inc. (“Thomas Ventures”) (Thomas Equipment and Thomas Ventures, each a “Company” and collectively, “Companies”) and Laurus Master Fund., Ltd. (“Laurus”). Capitalized terms used herein that are not defined shall have the meanings given to them in the Agreement.
LAURUS MASTER FUND, LTD. c/o Laurus Capital Management, LLCSecurity and Purchase Agreement • November 22nd, 2005 • Thomas Equipment, Inc. • Construction machinery & equip • New York
Reference is made to the Security and Purchase Agreement dated as of November 9, 2004 (as amended, restated, modified and supplemented from time to time, the “Agreement”) among Thomas Equipment, Inc. (f/k/a Maxim Mortgage Corporation) (“Thomas Equipment”) and Thomas Ventures, Inc. (“Thomas Ventures”) (Thomas Equipment and Thomas Ventures, each a “Company” and collectively, “Companies”) and Laurus Master Fund., Ltd. (“Laurus”). Capitalized terms used herein that are not defined shall have the meanings given to them in the Agreement.
