4% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE June 15, 2017POSITIVEID Corp • December 29th, 2015 • Laboratory analytical instruments • 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”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 29th, 2015 • POSITIVEID Corp • Laboratory analytical instruments • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 22, 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 • December 29th, 2015 • POSITIVEID Corp • Laboratory analytical instruments • New York
This SECURITY AGREEMENT, dated as of December 22, 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 approximately eighteen (18) months following its issuance, in the original principal amount of $901,041.66 (the “Note”) signatory hereto, their endorsees, transferees, and assigns (collectively, the “Secured Parties”).
STOCK PURCHASE AGREEMENT by and among POSITIVEID CORPORATION, and the SOLE SHAREHOLDER OF Dated as of December 22, 2015Stock Purchase Agreement • December 29th, 2015 • POSITIVEID Corp • Laboratory analytical instruments • California
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of December 22, 2015 is entered into between PositiveID Corporation, a Delaware corporation (“Buyer”), and the sole shareholder of E-N-G Mobile Systems, Inc., a California close corporation (the “Company”), Dick Glass ( “Seller”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 29th, 2015 • POSITIVEID Corp • Laboratory analytical instruments • New York
SUBSIDIARY GUARANTEE, dated as of December 22, 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.
SECURITY AGREEMENTSecurity Agreement • December 29th, 2015 • POSITIVEID Corp • Laboratory analytical instruments • California
This Security Agreement (this “Agreement”), is made as of 22st day of December, 2015 by and between Dick Glass (the “Secured Party”) and PositiveID Corporation, a Delaware corporation (“Debtor”) (together, the “Parties”).
