Registration Rights AgreementRegistration Rights Agreement • April 3rd, 2007 • Smart Online Inc • Services-prepackaged software • Delaware
This Registration Rights Agreement (the “Agreement”) is made as of the date set forth below between Smart Online, Inc., a Delaware corporation (the “Company”), and the purchasers of its Common Stock (as defined below) pursuant to a Securities Purchase Agreement dated as of the date hereof (each in “Investor” and, collectively, the “Investors”). Capitalized terms used and not defined herein shall have the respective meanings ascribed to them in the Securities Purchase Agreement.
Securities Purchase AgreementSecurities Purchase Agreement • April 3rd, 2007 • Smart Online Inc • Services-prepackaged software • Delaware
The opinion expressed in Paragraph 1 below as to the incorporation, valid existence, and good standing of the Company under the laws of the State of Delaware is based solely on the Certificate of Good Standing of the Company identified in (e) above. The opinion expressed in Paragraph 8 below is based solely on the Officers’ Certificate. As to questions of fact bearing upon the other opinions set forth below, we have relied with your consent solely upon (1) our review of the Documents and (2) discussions with and information provided by management of the Company. We have not reviewed the files and records of the Company generally and have relied on the Company to provide us with the Documents for review.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 3rd, 2007 • Smart Online Inc • Services-prepackaged software • North Carolina
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October ___, 2006, by and among Smart Online, Inc., a Delaware corporation with its headquarters located at 2530 Meridian Parkway, Durham, North Carolina 27713 (the “Company”), and the undersigned (together with its Affiliates and any permitted assignees or transferees of all of its respective rights hereunder, the “Investor”).
ContractWarrant Agreement • April 3rd, 2007 • Smart Online Inc • Services-prepackaged software • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION. THIS WARRANT AND SUCH UNDERLYING SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DISTRIBUTION OR RESALE, AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED, RENOUNCED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS AND IN THE ABSENCE OF COMPLIANCE WITH APPLICABLE LAWS OF ANY FOREIGN JURISDICTION, OR AN EXEMPTION FROM REGISTRATION AVAILABLE SO THAT SUCH REGISTRATION IS NOT REQUIRED AND SUCH FOREIGN JURISDICTION LAWS HAVE BEEN SATISFIED.
Registration Rights AgreementRegistration Rights Agreement • April 3rd, 2007 • Smart Online Inc • Services-prepackaged software • Delaware
This Registration Rights Agreement (the “Agreement”) is made as of the date set forth below between Smart Online, Inc., a Delaware corporation (the “Company”), and Canaccord Adams Inc. (the “Holder”).
THIS WARRANT AND THE WARRANT SHARES (AS DEFINED BELOW) ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION....Warrant Agreement • April 3rd, 2007 • Smart Online Inc • Services-prepackaged software • Delaware
THIS CERTIFIES THAT, for value received, Canaccord Adams Inc., its permitted transferees or permitted assigns (the “Holder”), from and after the date hereof, and subject to the terms and conditions herein set forth, is entitled to purchase from Smart Online, Inc., a Delaware corporation (the “Company”), at any time before 5:00 p.m. New York City time on February 27, 2010 (the “Termination Date”), Thirty Five Thousand (35,000) shares (as adjusted from time to time pursuant to Section 2 hereof, the “Warrant Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), at a price per share equal to the Warrant Price (as defined below) upon exercise of this Warrant pursuant to Section 5 hereof. The number of Warrant Shares is subject to adjustment under Section 2.
THIS WARRANT AND THE WARRANT SHARES (AS DEFINED BELOW) ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION....Warrant Agreement • April 3rd, 2007 • Smart Online Inc • Services-prepackaged software • Delaware
THIS CERTIFIES THAT, for value received, __________________________, or its permitted transferees or permitted assigns (the “Holder”), from and after the date hereof, and subject to the terms and conditions herein set forth, is entitled to purchase from Smart Online, Inc., a Delaware corporation (the “Company”), at any time before 5:00 p.m. New York City time on February 21, 2010 (the “Termination Date”), Seven Hundred Eighty Four Thousand Three Hundred and Fourteen (784,314) shares (as adjusted from time to time pursuant to Section 2 hereof, the “Warrant Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), at a price per share equal to the Warrant Price (as defined below) upon exercise of this Warrant pursuant to Section 5 hereof. The number of Warrant Shares is subject to adjustment under Section 2.
