REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 30th, 2012 • Elephant Talk Communications Corp • Telephone communications (no radiotelephone) • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 30, 2012 by and among Elephant Talk Communications, Corp., a Delaware corporation, with headquarters located at 19103 Centre Rose Boulevard, Lutz, FL 33558 (the “Company”), and the investors listed on the Schedule of Purchasers attached hereto (each, a “Purchaser” and collectively, the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • March 30th, 2012 • Elephant Talk Communications Corp • Telephone communications (no radiotelephone) • New York
This SECURITY AGREEMENT (this “Agreement”), dated as of March 30, 2012, is made by and among the Grantors listed on the signature pages hereof (collectively, jointly and severally, the “Grantors” and each, individually, a “Grantor”), and JGB Collateral LLC, a Delaware limited liability company, as collateral agent for the Secured Parties (as defined herein) (the “Agent”).
SECURITIES PURCHASE AGREEMENT Dated as of March 29, 2012 by and among Elephant Talk Communications Corp. and THE PURCHASERS LISTED ON EXHIBIT A SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 30th, 2012 • Elephant Talk Communications Corp • Telephone communications (no radiotelephone) • New York
SUBSIDIARY GUARANTYGuaranty • March 30th, 2012 • Elephant Talk Communications Corp • Telephone communications (no radiotelephone) • New York
This GUARANTY (this “Guaranty”), dated as of March [29], 2012, is made by the Company’s subsidiaries as indicated on the signature pages hereof, (collectively with any person executing and delivering a joinder to this Guaranty pursuant to Section 7 hereof, the “Guarantors”) in favor of each of the Purchasers (as defined below).
ESCROW AGREEMENTEscrow Agreement • March 30th, 2012 • Elephant Talk Communications Corp • Telephone communications (no radiotelephone) • New York
This Escrow Agreement dated this 30 day of March 2012 (the “Escrow Agreement”), is entered into by and among Elephant Talk Communications Corp. (“ETAK”), Purchaser (“Purchaser,” and together with ETAK, the “Parties,” and each individually, a “Party”), and Wells Fargo Bank, National Association, a national banking association, as escrow agent (“Escrow Agent”).
