GLOBAL ePOINT, INC. WARRANT ASecurities Agreement • May 25th, 2006 • Global Epoint Inc • Refrigeration & service industry machinery
Global ePoint, Inc., a Nevada corporation (the “Company”), hereby certifies that, for value received, [Name of Holder] or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of [ ]1 shares of common stock, $0.03 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $3.58 per share (as adjusted from time to time as provided in Section 9, the “Exercise Price”), at any time and from time to time from and after the date hereof and through and including the fifth anniversary of the Effective Date (the “Expiration Date”), and subject to the following terms and conditions. This Warrant (this “Warrant”) is one of a series of similar warrants issued pursuant to that certain Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Purchasers identified therein (the “Purchase Agreement”). All such warrants are
GLOBAL ePOINT, INC. WARRANT BSecurities Agreement • May 25th, 2006 • Global Epoint Inc • Refrigeration & service industry machinery
Global ePoint, Inc., a Nevada corporation (the “Company”), hereby certifies that, for value received, [Name of Holder] or its registered assigns (the “Holder”), is entitled to purchase from the Company up to an amount of shares of common stock, $0.03 par value per share of the Company (the “Common Stock”) equal to (a) $ ,1 divided by the (b) lowest of (i) $2.76 (as adjusted for stock splits, stock dividends, stock combinations and other similar events), (ii) the Closing Price on the Trading Day prior to the Effective Date, (iii) the Closing Price on the Trading Day prior to the day shareholder approval is obtained pursuant to Section 17(b) of the Series E Certificate of Designations, or (iv) if the registration statement is not declared effective, the Trading Day prior to the day any shares of Common Stock issuable pursuant to this Warrant B can be sold under Rule 144 (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $0.01 per
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 25th, 2006 • Global Epoint Inc • Refrigeration & service industry machinery • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of May 23, 2006, among Global ePoint, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 25th, 2006 • Global Epoint Inc • Refrigeration & service industry machinery • Nevada
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 23, 2006, among Global ePoint, Inc., a Nevada corporation (the “Company”), and the investors signatory hereto (each such investor is a “Purchaser” and all such investors are, collectively, the “Purchasers”).
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT, CERTIFICATE OF DESIGNATIONS, AND REGISTRATION RIGHTS AGREEMENTSecurities Purchase Agreement • May 25th, 2006 • Global Epoint Inc • Refrigeration & service industry machinery • New York
This AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT, CERTIFICATE OF DESIGNATIONS AND REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of May 23, 2006, by and among Global ePoint, Inc., a Nevada corporation (“GEPT”), and the purchasers identified on the signature pages hereto (each, a “Purchaser” and, collectively, the “Purchasers”).
