EXHIBIT 10.2 SECURITY AGREEMENT SECURITY AGREEMENT, dated as of April 8, 2008 (this "AGREEMENT"), made by each of the parties set forth on the signature pages hereto (each a "GRANTOR", and collectively, the "GRANTORS"), in favor of SMITHFIELD...Security Agreement • April 9th, 2008 • Inksure Technologies Inc. • Miscellaneous chemical products • New York
April 8, 2008Lock-Up Agreement • April 9th, 2008 • Inksure Technologies Inc. • Miscellaneous chemical products • New York
This Lock-Up Agreement is being delivered to you in connection with the Amendment, Exchange and Purchase Agreements (the "AMENDMENT, EXCHANGE AND PURCHASE AGREEMENTS"), dated as of April 8, 2008, by and among InkSure Technologies Inc. (the "COMPANY") and each of the investors party thereto (the "BUYERS"), with respect to the issuance to each Buyer of (i) senior secured convertible notes of the Company (the "NOTES"), which will, among other things, be convertible into shares of the Company's common stock, $0.01 par value per share (the "COMMON STOCK", as converted, the "CONVERSION SHARES") in accordance with the terms of the Notes and (ii) two (2) series of warrants (the "WARRANTS"), which will be exercisable to purchase shares of Common Stock (as exercised collectively, the "WARRANT SHARES"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Amendment, Exchange and Purchase Agreements.
EXHIBIT 4.1 [FORM OF AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE NOTE] INKSURE TECHNOLOGIES INC. AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE NOTE Issuance Date: September 30, 2005 Original Principal Amount: U.S. $[______] FOR VALUE RECEIVED,...Senior Secured Convertible Note • April 9th, 2008 • Inksure Technologies Inc. • Miscellaneous chemical products • New York
EXHIBIT 10.1 AMENDMENT, EXCHANGE AND PURCHASE AGREEMENT AMENDMENT, EXCHANGE AND PURCHASE AGREEMENT (this "AGREEMENT"), dated as of April 8, 2008, by and between InkSure Technologies Inc., a Delaware corporation, with headquarters located at 1770 N.W....Amendment, Exchange and Purchase Agreement • April 9th, 2008 • Inksure Technologies Inc. • Miscellaneous chemical products • New York
