ContractWarrant Agreement • August 14th, 2012 • Dr. Tattoff, Inc. • Blank checks • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR, IF REQUESTED BY THE CORPORATION, AN OPINION OF COUNSEL, SATISFACTORY TO THE CORPORATION AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractSecured Senior Subordinated Convertible Promissory Note • August 14th, 2012 • Dr. Tattoff, Inc. • Blank checks • New York
THIS NOTE AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OF AMERICA AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR, IF REQUESTED BY THE CORPORATION, AN OPINION OF COUNSEL, SATISFACTORY TO THE CORPORATION AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • August 14th, 2012 • Dr. Tattoff, Inc. • Blank checks • New York
THIS PLEDGE AND SECURITY AGREEMENT (this “Agreement”) is made as of this 31st day of May, 2012, by DR. TATTOFF, INC., a corporation organized and existing under the laws of the State of Florida (the “Pledgor”), in favor of U.S. BANK NATIONAL ASSOCIATION, a national baking association, in its capacity as collateral agent (in such capacity, the “Collateral Agent”), for the benefit of itself and the holders (each individually, a “Holder,” and collectively, the “Holders”) of those certain secured convertible promissory notes of the Pledgor (as the same may be amended, supplemented, extended, renewed, restated or replaced from time to time, the “Q2 2012 Notes”) now or hereafter issued pursuant to the Pledgor’s offering described in that certain Confidential Private Placement Memorandum dated April 27, 2012.
COLLATERAL AGENCY AGREEMENTCollateral Agency Agreement • August 14th, 2012 • Dr. Tattoff, Inc. • Blank checks • New York
THIS COLLATERAL AGENCY AGREEMENT (this “Agreement”) is entered into as of the 31st day of May, 2012, among DR. TATTOFF, INC., a corporation organized and existing under the laws of the State of Florida (the “Issuer”), EACH OF THE PERSONS OR ENTITIES CONSTITUTING “HOLDERS” (as hereinafter defined), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, as collateral agent (the “Collateral Agent”) for the Holders (as hereinafter defined).
