REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 30th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 29, 2018, between xG Technology, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 30th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 29, 2018, between xG Technology, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT xG Technology, Inc.Common Stock Purchase Warrant • May 30th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 May 29, 2018 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on May 29, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from xG Technology, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).
6% SENIOR SECURED CONVERTIBLE DEBENTURE DUE MaY 29, 2019Convertible Security Agreement • May 30th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
THIS 6% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 6% Senior Secured Convertible Debentures of xG Technology, Inc., a Delaware corporation (the “Company”), having its principal place of business at 240 S. Pineapple Avenue, Suite 701 Sarasota, Florida 34236, designated as its 6% Senior Secured Convertible Debenture due May 29, 2019 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SECURITY AGREEMENTSecurity Agreement • May 30th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
This SECURITY AGREEMENT, dated as of May 29, 2018 (this “Agreement”), is among xG Technology, Inc., 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 6% Senior Secured Convertible Debentures due twelve (12) months following their issuance, in the original aggregate principal amount of $4,000,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • May 30th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
SUBSIDIARY GUARANTEE, dated as of May 29, 2018 (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 (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between xG Technology, Inc., a Delaware corporation (the “Company”) and the Purchasers.
