ContractAdvance Nanotech, Inc. • April 21st, 2009 • Measuring & controlling devices, nec • New York
THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO ADVANCE NANOTECH, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractSenior Secured Note • April 21st, 2009 • Advance Nanotech, Inc. • Measuring & controlling devices, nec • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. 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 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO ADVANCE NANOTECH, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
COLLATERAL AGENT AGREEMENTCollateral Agent Agreement • April 21st, 2009 • Advance Nanotech, Inc. • Measuring & controlling devices, nec • New York
COLLATERAL AGENT AGREEMENT (this “Agreement”) dated as of April 9, 2009, among Axiom Capital Management, Inc. (the “Collateral Agent”), and the parties identified on Schedule A hereto (each, individually, a “Lender” and collectively, the “Lenders”), who hold or will acquire a Senior Secured Note issued or to be issued by Advance Nanotech, Inc. (“Company”), a Delaware corporation, at or about the date of this Agreement as described in the Security Agreement referred to in Section 1(a) below (the “Note”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • April 21st, 2009 • Advance Nanotech, Inc. • Measuring & controlling devices, nec • New York
