REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 5th, 2006 • Stockeryale Inc • Optical instruments & lenses • New York
This Agreement is being entered into in connection with a Security and Purchase Agreement dated as of the date hereof by and between the Purchaser and the Company (the “Security Agreement”).
SECURITY AND PURCHASE AGREEMENT LAURUS MASTER FUND, LTD. STOCKERYALE, INC. and EACH ELIGIBLE SUBSIDIARY NAMED HEREIN Dated: June 28, 2006Security and Purchase Agreement • July 5th, 2006 • Stockeryale Inc • Optical instruments & lenses • New York
This Security and Purchase Agreement is made as of June 28, 2006 by and among LAURUS MASTER FUND, LTD., a Cayman Islands company (“Laurus”), STOCKERYALE, INC., a Massachusetts corporation (“Parent”), and each party listed on Exhibit A attached hereto (each an “Eligible Subsidiary” and collectively, the “Eligible Subsidiaries”) (the Parent and each Eligible Subsidiary, each a “Company” and collectively, the “Companies”).
ContractSecured Non-Convertible Revolving Note • July 5th, 2006 • Stockeryale Inc • Optical instruments & lenses • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO STOCKERYALE, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
