FUTUREMEDIA PLC Amended and Restated Secured Convertible Note Due April 19, 2009Secured Convertible Note • August 7th, 2006 • Futuremedia PLC • Services-prepackaged software
This Secured Convertible Note (the “Note”) is issued by FUTUREMEDIA PLC, an English corporation (the “Obligor”), to CERTAIN WEALTH, LTD. (the “Holder”), pursuant to that certain Amended and Restated Securities Purchase Agreement (the “Securities Purchase Agreement”) of even date herewith. On or about April 19, 2006, the Obligor issued to the Holder a secured convertible note in the original principal amount of One Million Dollars ($1,000,000) (the “CW April 2006 Note”). This Note is being issued to modify the terms of the CW April 2006 Note as set forth herein.
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 7th, 2006 • Futuremedia PLC • Services-prepackaged software • New Jersey
THIS AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 3, 2006, by and among FUTUREMEDIA PLC, a corporation organized and existing under the laws of England and Wales (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).
WAIVERWaiver • August 7th, 2006 • Futuremedia PLC • Services-prepackaged software
THIS WAIVER (the “Waiver”) is made and entered into effective as of July 31, 2006, in connection with that certain Investor Registration Rights Agreement (the “Agreement”) dated December 19, 2005, as amended, by and among FUTUREMEDIA PLC, a corporation organized and existing under the laws of England and Wales (the “Company”) and CORNELL CAPITAL PARTNERS, LP (the “Investor”).
AMENDMENT NO. 4 TO INVESTOR REGISTRATION RIGHTS AGREEMENTInvestor Registration Rights Agreement • August 7th, 2006 • Futuremedia PLC • Services-prepackaged software
THIS AMENDMENT NO. 4 (the “Amendment”) is made and entered into effective as of July 31, 2006, to that certain Investor Registration Rights Agreement (the “Agreement”) dated December 19, 2005 by and among FUTUREMEDIA PLC, a corporation organized and existing under the laws of England and Wales (the “Company”) and CORNELL CAPITAL PARTNERS, LP (the “Investor”).
WAIVER AND AGREEMENTWaiver and Agreement • August 7th, 2006 • Futuremedia PLC • Services-prepackaged software
THIS WAIVER AND AGREEMENT (the “Waiver”) is made and entered into effective as of July 31, 2006, in connection with that certain Registration Rights Agreement (the “Agreement”) dated July 21, 2005, by and among FUTUREMEDIA PLC, a corporation organized and existing under the laws of England and Wales (the “Company”) and MERCATOR MOMENTUM FUND, L.P., MERCATOR MOMENTUM FUND III, L.P, MONARCH POINTE FUND, LTD. and M.A.G. CAPITAL, LLC (the “Investors”).
AMENDED AND RESTATED INVESTOR REGISTRATION RIGHTS AGREEMENTInvestor Registration Rights Agreement • August 7th, 2006 • Futuremedia PLC • Services-prepackaged software • New Jersey
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 3, 2006, by and among FUTUREMEDIA PLC, a corporation organized and existing under the laws of England and Wales (the “Company”), and the undersigned investors listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).
DATED 3 August 2006Debenture Variation Agreement • August 7th, 2006 • Futuremedia PLC • Services-prepackaged software
