COMMON STOCK PURCHASE WARRANT STATMON TECHNOLOGIES CORP.Security Agreement • March 7th, 2008 • Statmon Technologies Corp • Drilling oil & gas wells
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Statmon Technologies Corp., a Nevada corporation (the “Company”), up to ______ 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).
ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE DEBENTURE DUE MARCH 5, 2010Convertible Security Agreement • March 7th, 2008 • Statmon Technologies Corp • Drilling oil & gas wells • New York
THIS ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Original Issue Discount Senior Secured Convertible Debentures of Statmon Technologies Corp., a Nevada corporation, (the “Company”), having its principal place of business at 3000 Lakeside Drive, Suite 300 South, Bannockburn, IL 60015, designated as its Original Issue Discount Senior Secured Convertible Debenture due March 5, 2010 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SECURITY AGREEMENTSecurity Agreement • March 7th, 2008 • Statmon Technologies Corp • Drilling oil & gas wells • New York
This SECURITY AGREEMENT, dated as of March 5, 2008 (this “Agreement”), is among Statmon Technologies Corp., a Nevada corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s Original Issue Discount Senior Secured Convertible Debentures due March 5, 2010 and issued on March 5, 2008 in the original aggregate subscription amount of $1,500,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • March 7th, 2008 • Statmon Technologies Corp • Drilling oil & gas wells • New York
SUBSIDIARY GUARANTEE, dated as of March 5, 2008 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Statmon Technologies Corp., a Nevada corporation (the “Company”) and the Purchasers.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 7th, 2008 • Statmon Technologies Corp • Drilling oil & gas wells • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 5, 2008 between Statmon Technologies Corp., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
ADDITIONAL INVESTMENT RIGHT STATMON TECHNOLOGIES CORP.Securities Agreement • March 7th, 2008 • Statmon Technologies Corp • Drilling oil & gas wells
THIS ADDITIONAL INVESTMENT RIGHT (the “AIR”) certifies that, for value received, _____________ (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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the 270th day from the date of the Purchase Agreement (the “Termination Date”) but not thereafter, to subscribe for and purchase from Statmon Technologies Corp., a Nevada corporation (the “Company”), up to $_____________ principal amount of Original Issue Discount Senior Secured Convertible Debentures (the “AIR Debenture”) and warrants to purchase shares of Common Stock of the Company as described herein at an exercise price of $1.20 per share (the “AIR Warrant Exercise Price”) (subject to adjustment hereunder and thereunder) (the “AIR Warrant”). Subject to the terms and conditions hereof, upon the purchase hereunder of an AIR Debenture, the Holder shall
