0001144204-07-030884 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 7th, 2007 • Cash Technologies Inc • Services-business services, nec

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 6, 2007, between Cash Technologies, Inc., a Delaware corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

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6% CONVERTIBLE DEBENTURE DUE JUNE 30, 2010
Convertible Security Agreement • June 7th, 2007 • Cash Technologies Inc • Services-business services, nec • New York

THIS DEBENTURE is one of a series of duly authorized and validly issued 6% Convertible Debentures of Cash Technologies, Inc., a Delaware corporation (the “Company”), having its principal place of business at 1434 W. 11th Street, Los Angeles, California 90015, designated as its 6% Convertible Debenture due June 30, 2010 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).

COMMON STOCK PURCHASE WARRANT CASH TECHNOLOGIES, INC.
Securities Agreement • June 7th, 2007 • Cash Technologies Inc • Services-business services, nec

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Crescent International Ltd. (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 that is the six month anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the last day of the calendar month in which occurs the 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Cash Technologies, Inc., a Delaware corporation (the “Company”), up to 759,000 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 AGREEMENT
Securities Purchase Agreement • June 7th, 2007 • Cash Technologies Inc • Services-business services, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 6, 2007 between Cash Technologies, 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”).

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