WARRANT TO PURCHASE COMMON STOCKWarrant to Purchase Common Stock • May 23rd, 2005 • Global Epoint Inc • Refrigeration & service industry machinery • California
THIS WARRANT CERTIFIES THAT for value received, or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from Global ePoint, Inc. (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant referenced above being subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Subscription Agreement dated as of May 20, 2005, by and between the Company and Holder (the “Subscription Agreement”). The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
Global ePoint, Inc. Shares of Series B Convertible Preferred Stock and Common Stock Warrants SUBSCRIPTION AGREEMENTSubscription Agreement • May 23rd, 2005 • Global Epoint Inc • Refrigeration & service industry machinery • California
Global ePoint, Inc., a Nevada corporation (the “Company”), hereby confirms its agreement with Mercator Momentum Fund, LP, Mercator Momentum Fund III, LP, Monarch Pointe Fund, Ltd. (collectively, the “Purchasers”) and M.A.G. CAPITAL, LLC (“MAG”), as set forth below.
EXHIBIT D to Subscription Agreement REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 23rd, 2005 • Global Epoint Inc • Refrigeration & service industry machinery • California
AGREEMENT dated as of May 20, 2005, between M.A.G. Capital, LLC, Mercator Momentum Fund, LP, Mercator Momentum Fund III, LP and Monarch Pointe Fund, Ltd. (collectively, the “Funds”) and M.A.G. Capital, LLC (“MAG”) (the Funds and MAG are referred to individually as a “Holder” and collectively as the “Holders”), and Global ePoint, Inc., a Nevada corporation (the “Company”).
