SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 14th, 2015 • POSITIVEID Corp • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 14, 2015, by and between PositiveID Corporation, a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).
SECURITY AGREEMENTSecurity Agreement • August 14th, 2015 • POSITIVEID Corp • Communications equipment, nec • New York
This SECURITY AGREEMENT, dated as of August 14, 2015 (this “Agreement”), is among PositiveID Corporation, a Delaware 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 4% Original Issue Discount Senior Secured Convertible Promissory Note due eighteen (18) months following its issuance, in the original principal amount of $2,400,000.00 (the “Note”) signatory hereto, their endorsees, transferees, and assigns (collectively, the “Secured Parties”).
4% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE FEBRUARY 15, 2017Convertible Security Agreement • August 14th, 2015 • POSITIVEID Corp • Communications equipment, nec • New York
THIS 4% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued 4% Original Issue Discount Senior Secured Convertible Promissory Note of PositiveID Corporation, a Delaware corporation (the “Company” or the “Borrower”), having its principal place of business at 1690 South Congress Avenue, Suite 201, Delray Beach, Florida 33445, designated as its 4% Original Issue Discount Senior Secured Convertible Promissory Note due February 15, 2017 (the “Note”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 14th, 2015 • POSITIVEID Corp • Communications equipment, nec • New York
SUBSIDIARY GUARANTEE, dated as of August 14, 2015 (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 Purchaser signatory (together with their permitted assigns, the “Purchaser”) to that certain Securities Purchase Agreement, dated as of the date hereof, between PositiveID Corporation, a Delaware corporation (the “Company”) and the Purchaser.
