ContractSew Cal Logo Inc • March 7th, 2008 • Apparel & other finishd prods of fabrics & similar matl • New York
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF FEBRUARY 28, 2008, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 7th, 2008 • Sew Cal Logo Inc • Apparel & other finishd prods of fabrics & similar matl • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 28, 2008, by and among Sew Cal Logo, Inc., a Nevada corporation with its headquarters located at 207 W. 138th Street, Los Angeles, CA 90061 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).
SECURITY AGREEMENTSecurity Agreement • March 7th, 2008 • Sew Cal Logo Inc • Apparel & other finishd prods of fabrics & similar matl • New York
SECURITY AGREEMENT (this “Agreement”), dated as of February 28, 2008, by and among Sew Cal Logo, Inc., a Nevada corporation (“Parent” or “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • March 7th, 2008 • Sew Cal Logo Inc • Apparel & other finishd prods of fabrics & similar matl • New York
INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of February 28, 2008, by and among Sew Cal Logo, Inc., a Nevada corporation (“Parent” or “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 7th, 2008 • Sew Cal Logo Inc • Apparel & other finishd prods of fabrics & similar matl • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 28, 2008, by and among Sew Cal Logo, Inc., a Nevada corporation, with headquarters located at 207 W. 138th Street, Los Angeles, CA 90061 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).
