REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 28th, 2011 • Visualant Inc • Measuring & controlling devices, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 19, 2011, between Visualant, Incorporated, a Nevada corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 28th, 2011 • Visualant Inc • Measuring & controlling devices, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 19, 2011 between Visualant, Incorporated, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
VISUALANT, INCORPORATED 10% CONVERTIBLE DEBENTUREConvertible Security Agreement • June 28th, 2011 • Visualant Inc • Measuring & controlling devices, nec • New York
THIS DEBENTURE is one of a series of duly authorized and validly issued 10% Convertible Debentures of Visualant, Incorporated, a Nevada corporation, (the “Company”), having its principal place of business at 500 Union Street, Suite 406, Seattle, Washington, designated as its 10% Convertible Debenture (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
COMMON STOCK PURCHASE WARRANT VISUALANT, INCORPORATEDCommon Stock Purchase Warrant • June 28th, 2011 • Visualant Inc • Measuring & controlling devices, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ASCENDIANT CAPITAL MARKETS, LLC (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date (as defined above) and on or prior to the close of business on the fifth (5th) anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Visualant, Incorporated, a Nevada corporation (the “Company”), up to 192,000 shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
COMMON STOCK PURCHASE WARRANT VISUALANT, INCORPORATEDCommon Stock Purchase Agreement • June 28th, 2011 • Visualant Inc • Measuring & controlling devices, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ASCENDIANT CAPITAL PARTNERS LLC (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date (as defined above) and on or prior to the close of business on the fifth (5th) anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Visualant, Incorporated, a Nevada corporation (the “Company”), up to 600,000 shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 28th, 2011 • Visualant Inc • Measuring & controlling devices, nec • California
This Securities Purchase Agreement (this “Agreement”) is dated as of June 17, 2011 by and between Visualant, Incorporated, a Nevada corporation (the “Company”) and Ascendiant Capital Partners, LLC, a Nevada limited liability company (the “Purchaser”). Capitalized terms used in this Agreement and not otherwise defined shall have the meanings ascribed to them in Article I.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 28th, 2011 • Visualant Inc • Measuring & controlling devices, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 17, 2011, among Visualant, Incorporated, a Nevada corporation (the “Company”) and the purchaser signatory hereto (“the “Purchaser”).
FORM OF WARRANTWarrant Agreement • June 28th, 2011 • Visualant Inc • Measuring & controlling devices, nec
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE SOLD, OFFERED FOR SALE, ASSIGNED, TRANSFERRED OR OTHERWISE DISPOSED OF, UNLESS REGISTERED PURSUANT TO THE PROVISIONS OF THE SECURITIES ACT OR AN OPINION OF COUNSEL IS OBTAINED STATING THAT SUCH DISPOSITION IS IN COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM SUCH REGISTRATION.
WARRANT TO PURCHASE COMMON STOCKWarrant to Purchase Common Stock • June 28th, 2011 • Visualant Inc • Measuring & controlling devices, nec • Washington
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE PURSUANT TO THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF: (A) AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT TO THE WARRANT UNDER SAID ACT, (B) AN AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT, OR (C) AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
