ContractWarrant Agreement • June 29th, 2007 • Interlink Global Corp • Telephone communications (no radiotelephone) • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 29th, 2007 • Interlink Global Corp • Telephone communications (no radiotelephone) • Florida
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 29, 2007, by and among Interlink Global Corp., a Nevada corporation (the “Company”), and the purchasers listed on Schedule I hereto (the “Purchasers”).
NOTE AND WARRANT PURCHASE AGREEMENT Dated as of March 29, 2007 by and among INTERLINK GLOBAL CORP. and THE PURCHASERS LISTED ON EXHIBIT ANote and Warrant Purchase Agreement • June 29th, 2007 • Interlink Global Corp • Telephone communications (no radiotelephone) • Florida
Reference is made to that certain Note and Warrant Purchase Agreement (the “Purchase Agreement”), dated as of March 29, 2007, by and among Interlink Global Corp., a Florida corporation (the “Company”), and the purchasers named therein (collectively, the “Purchasers”) pursuant to which the Company is issuing to the Purchasers Series D Senior Secured Convertible Promissory Notes (the “Notes”) and Series J and Series K Warrants (collectively, the “Warrants”) to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”). This letter shall serve as our irrevocable authorization and direction to you (provided that you are the transfer agent of the Company at such time) to issue shares of Common Stock upon conversion of the Notes (the “Conversion Shares”) and exercise of the Warrants (the “Warrant Shares”) to or upon the order of a Purchaser from time to time upon (i) surrender to you of a properly completed and duly executed Conversion Notice or Exercise N
SECURITY AGREEMENTSecurity Agreement • June 29th, 2007 • Interlink Global Corp • Telephone communications (no radiotelephone) • Florida
WHEREAS, the Grantor has issued or will issue separate senior secured convertible promissory notes to the Secured Parties (the“Notes”) pursuant to a Note and Warrant Purchase Agreement dated as of March 29, 2007 (the “Purchase Agreement”), by and among the Grantor and the Secured Parties; and
ContractSenior Secured Convertible Promissory Note • June 29th, 2007 • Interlink Global Corp • Telephone communications (no radiotelephone) • Florida
THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HE---REOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR RECEIPT BY THE MAKER OF AN OPINION OF COUNSEL IN THE FORM, SUBSTANCE AND SCOPE REASONABLY SATISFACTORY TO THE MAKER THAT THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF MAY BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF, UNDER AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND SUCH STATE SECURITIES LAWS.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • June 29th, 2007 • Interlink Global Corp • Telephone communications (no radiotelephone) • Florida
This Share Exchange Agreement (the "AGREEMENT") dated as of March 29, 2007 is by and between Interlink Global Corporation, a Nevada corporation (the "COMPANY"), having a principal place of business at 6205 Blue Lagoon Drive, Suite 110, Miami, Florida 33126 and Vicis Capital Master Fund, LLC (the "SHAREHOLDER") having an address at 25 East 78th Street, New York, New York 10021.
