0001193125-09-197367 Sample Contracts

DAYSTAR TECHNOLOGIES, INC. VOID AFTER 5:00 P.M. PST ON SEPTEMBER 21, 2011 Warrant to Purchase 1,500,000 Shares of Common Stock Dated September 21, 2009 WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK
Daystar Technologies Inc • September 24th, 2009 • Semiconductors & related devices • California

THIS CERTIFIES THAT, FOR VALUE RECEIVED, TD Waterhouse RRSP Account 240832S, in trust for Peter Alan Lacey as beneficiary, or its registered assign(s) (the “Holder”), is entitled to purchase from Daystar Technologies, Inc., a Delaware corporation (the “Company”), subject to the terms and conditions set forth in this Warrant, up to 1,500,000 fully paid and nonassessable shares of common stock (“Common Stock”), of the Company, at any time commencing on the date hereof (the “Commencement Date”) and expiring at 5:00 p.m. PST, on September 21, 2011 (the “Expiration Date”). The price for each share of Common Stock purchased hereunder (as adjusted as set forth herein, collectively the “Warrant Shares”) is $0.50 per share until expiration of this Warrant (as adjusted as set forth herein, the “Purchase Price”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 24th, 2009 • Daystar Technologies Inc • Semiconductors & related devices • California

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the 21st day of September, 2009, between DayStar Technologies, Inc., a Delaware corporation (the “Company”), and the individual listed on Schedule I (the “Purchaser”). The Company and the Purchaser are sometimes referred to individually as a “Party” and collectively as the “Parties”.

SECURITY AGREEMENT
Security Agreement • September 24th, 2009 • Daystar Technologies Inc • Semiconductors & related devices • California

This Security Agreement (this “Security Agreement”) is made effective as of September 21, 2009 (“Effective Date”), by and between DayStar Technologies, Inc., a Delaware corporation (“Debtor”), and TD Waterhouse RRSP Account 240832S, in trust for Peter Alan Lacey as beneficiary (“Secured Party”), with reference to the essential facts stated in the Recitals below.

PURCHASE AGREEMENT
Purchase Agreement • September 24th, 2009 • Daystar Technologies Inc • Semiconductors & related devices • California

THIS PURCHASE AGREEMENT (the “Agreement”) is made as of the 18th day of September, 2009 (the “Effective Date”) between DayStar Technologies, Inc., a Delaware corporation (the “Company”), and TD Waterhouse RRSP Account 240832S, in trust for Peter Alan Lacey as beneficiary (the “Purchaser”). The Company and the Purchaser are sometimes referred to individually as a “Party” and collectively as the “Parties.”

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