AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 4th, 2006 • Vertical Communications, Inc. • Services-prepackaged software • New York
THIS AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made as of December 1, 2006 by and between Vertical Communications, Inc., a Delaware corporation (the “Company”), and the investors set forth on Exhibit A attached hereto (individually, an “Investor” and collectively, the “Investors”).
JOINDER AGREEMENTJoinder Agreement • December 4th, 2006 • Vertical Communications, Inc. • Services-prepackaged software
On this December 4th, 2006, for good and valuable consideration received, VODAVI TECHNOLOGY, INC., a Delaware corporation (“Vodavi”), hereby acknowledges and agrees that, upon the execution and delivery of this Joinder Agreement, it shall for all purposes be joined to (i) that Credit Agreement dated as of October 16, 2006 by and among VERTICAL COMMUNICATIONS, INC., a Delaware corporation (“VCI”), Vertical Communications Acquisition Corp., a Delaware corporation (“VCAC” and together with VCI, the “Borrowers” and each a “Borrower”), and Columbia Partners, L.L.C. Investment Management, as agent and investment manager (“Investment Manager”), for the benefit of itself and NEIPF, L.P. (“Lender”); (ii) the Notes, (iii) the Security Agreement and (iv) the Intellectual Property Security Agreement ((i) through (iv) above, collectively, the “Joined Documents” and, each individually, a “Joined Document”)). All of the terms used herein but not otherwise defined shall have the definitions given to t
