SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 5th, 2009 • Omnicomm Systems Inc • Services-business services, nec • Florida
THIS SECURITIES PURCHASE AGREEMENT, dated as of September , 2009 (this “Agreement”), is entered into by and between OMNICOMM SYSTEMS, INC., a Delaware corporation with headquarters located at 2101 W. Commercial Blvd., Suite 4000, Ft. Lauderdale, FL 33309 (the “Company”), and each individual or entity named on an executed counterpart of the signature page hereto (each such signatory is referred to as a “Buyer”) (each agreement with a Buyer being deemed a separate and independent agreement between the Company and such Buyer, except that each Buyer acknowledges and consents to the rights granted to each other Buyer (each, an “Other Buyer”) under such agreement and the Transaction Agreements, as defined below, referred to therein).
ContractCommon Stock Purchase Warrant • October 5th, 2009 • Omnicomm Systems Inc • Services-business services, nec
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES OR AN OPINION OF COUNSEL OR OTHER EVIDENCE ACCEPTABLE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
SECURITY INTEREST AGREEMENTSecurity Interest Agreement • October 5th, 2009 • Omnicomm Systems Inc • Services-business services, nec • Florida
SECURITY INTEREST AGREEMENT (“Security Interest Agreement”), dated as of September , 2009, by and among the persons set forth on Schedule 1 (each a “Secured Party” and collectively, the “Secured Parties”), OmniComm Systems, Inc., a Delaware corporation having its principal executive offices at 2101 W. Commercial Blvd., Suite 4000, Ft. Lauderdale, FL 33309 (the “Company” or the “Debtor”) and Gulf Pointe Capital, LLC, a corporation and wholly-owned subsidiary of Aspen Opportunity Fund [a Secured Party], as agent for the Secured Parties (in such capacity, together with its successors in such capacity, the “Agent”).
