ContractAxeda Systems Inc • May 6th, 2005 • Services-prepackaged software • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO AXEDA SYSTEMS INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
AGREEMENTAgreement • May 6th, 2005 • Axeda Systems Inc • Services-prepackaged software • New York
This AGREEMENT (this “Agreement”), dated as of May 4, 2005, is entered into by and between AXEDA SYSTEMS INC., a Delaware corporation (the “Company”), and LAURUS MASTER FUND, LTD., a Cayman Islands company (“Laurus”), for the purpose of amending the terms of (i) the Securities Purchase Agreement, dated as of October 5, 2004, by and between the Company and Laurus (as amended, modified and/or supplemented from time to time, the “Securities Purchase Agreement”), (ii) the Secured Convertible Term Note, dated October 5, 2004 (as amended, modified and/or supplemented from time to time, the ”Term Note”) issued by the Company pursuant to the Securities Purchase Agreement, (iii) the Registration Rights Agreement by and between the Company and Laurus, dated as of October 5, 2004 (as amended, modified and/or supplemented from time to time, the ”Registration Rights Agreement”) and (iv) the Common Stock Purchase Warrant, dated October 5, 2004 (as amended, modified and/or supplemented from time to t
