FIFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 27th, 2004 • Velocity Express Corp • Air courier services
THIS FIFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (“Fifth Amendment”) is made as of December 21, 2004, by and among the borrower signatories hereto (individually a “Borrower” and collectively, “Borrowers”); the lenders who are signatories hereto (“Lenders”); and FLEET CAPITAL CORPORATION (“FCC”), a Rhode Island corporation with an office at One South Wacker Drive, Suite 3400, Chicago, Illinois 60606, as agent for Lenders hereunder (FCC, in such capacity, being “Agent”).
SECURITY AGREEMENTSecurity Agreement • December 27th, 2004 • Velocity Express Corp • Air courier services • New York
THIS SECURITY AGREEMENT, dated as of December , 2004 (this “Security Agreement”), is made by Velocity Express Corporation, a Delaware corporation and Velocity Express, Inc., a Delaware corporation (collectively with their subsidiaries, the “Company,” or “Grantor”), in favor of those persons listed on the signature pages attached hereto (the “Secured Parties”).
WAIVER AND AMENDMENT NO. 4Note Purchase Agreement • December 27th, 2004 • Velocity Express Corp • Air courier services
AMENDMENT NO. 4 (this “Amendment No. 4”) dated as of December 21, 2004 among VELOCITY EXPRESS, INC., a Delaware corporation (the “Company”), VELOCITY EXPRESS CORPORATION, a Delaware corporation (“Parent”), and BET ASSOCIATES, L.P., a Delaware limited partnership (the “Purchaser”). Each of the Company and Parent are hereinafter referred to as a “Loan Party” and collectively as the “Loan Parties.”
VOTING, CONSENT AND WAIVER AGREEMENTVoting, Consent and Waiver Agreement • December 27th, 2004 • Velocity Express Corp • Air courier services • Delaware
This VOTING, CONSENT AND WAIVER AGREEMENT (this “Agreement”) is dated December , 2004 and entered into by and among Velocity Express Corporation, a Delaware corporation (the “Company”) and each of the purchasers signatory hereto representing at least two-thirds Series I Convertible Preferred Stock, par value $.004 per share (the “Series I Preferred Stock”), Series J Convertible Preferred Stock, par value $.004 per share (the “Series J Preferred Stock”), Series K Convertible Preferred Stock, par value $.004 per share (the “Series K Preferred Stock”) and Series L Convertible Preferred Stock, par value $.004 per share (the “Series L Preferred Stock”), (each such series of preferred stock is referred to herein individually as “Preferred Class” and collectively, as the “Unissued Preferred” and the purchasers of such Unissued Preferred, individually a “Preferred Purchaser” and collectively, the “Preferred Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 27th, 2004 • Velocity Express Corp • Air courier services • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 21st day of December, 2004 by and among Velocity Express Corporation, a Delaware corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”).
VOTING, CONSENT AND WAIVER AGREEMENTVoting, Consent and Waiver Agreement • December 27th, 2004 • Velocity Express Corp • Air courier services • Delaware
This VOTING, CONSENT AND WAIVER AGREEMENT (this “Agreement”) is dated December , 2004 and entered into by and among Velocity Express Corporation, a Delaware corporation (the “Company”) and each of the shareholders signatory hereto representing at least two-thirds of issued and outstanding Series B Convertible Preferred Stock, par value $.004 per share (the “Series B Preferred Stock”), issued and outstanding Series C Convertible Preferred Stock, par value $.004 per share (the “Series C Preferred Stock”), issued and outstanding Series D Convertible Preferred Stock, par value $.004 per share (the “Series D Preferred Stock”), issued and outstanding Series F Convertible Preferred Stock, par value $.004 per share (the “Series F Preferred Stock”), issued and outstanding Series G Convertible Preferred Stock, par value $.004 per share (the “Series G Preferred Stock”), issued and outstanding Series H Convertible Preferred Stock, par value $.004 per share (the “Series H Preferred Stock”), (each s
PURCHASE AGREEMENTPurchase Agreement • December 27th, 2004 • Velocity Express Corp • Air courier services • New York
THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 21st day of December, 2004 by and among Velocity Express Corporation, a Delaware corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).
