PLEDGE AGREEMENTPledge Agreement • March 26th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New York
This Agreement is executed in connection with that certain Loan and Security Agreement of dated as of September 17, 2012 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), by and among InterCloud Systems, Inc. f/k/a Genesis Group Holdings, Inc., a Delaware corporation, as borrower (the “Borrower”), Rives-Monteiro Leasing, LLC, an Alabama limited liability company and Tropical Communications, Inc., a Florida corporation, each as a guarantor, each other Person joined thereto as a guarantor, including Pledgor, the various financial institutions named therein or which hereafter become a party thereto as lenders (collectively, the “Lenders” and each individually a “Lender”) and Secured Party, as Agent to the Lenders. Pledgor has agreed to execute and deliver this Agreement to Secured Party, in its capacity as Secured Party, to provide additional security for the Obligations as defined and described in the Loan Agreement and th
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • March 26th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New York
This EQUITY PURCHASE AGREEMENT (this “Agreement”), dated as of November 30, 2012, is entered into by and among ADEX Corporation, a New York corporation (“Purchaser”), Environmental Remediation and Financial Services, LLC, a New Jersey limited liability company (the “Company”) and Mark Vigneri, an individual and the sole member of the Company (“Seller”).
ContractLoan and Security Agreement • March 26th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New York
SECOND AMENDMENT, CONSENT AND WAIVER dated as of March 22, 2013 (“Amendment”), executed in connection with the LOAN AND SECURITY AGREEMENT, dated as of September 17, 2012 (as such Agreement may hereafter be amended, supplemented or restated from time to time, the “Loan Agreement”), by and among INTERCLOUD SYSTEMS, INC. f/k/a GENESIS GROUP HOLDINGS, INC., a Delaware corporation (the “Borrower”), RIVES-MONTEIRO LEASING, LLC, an Alabama limited liability company, TROPICAL COMMUNICATIONS, INC., a Florida corporation, and each other Person that is now or may from time to time hereafter become a party thereto as a guarantor (collectively, the “Guarantors,” and each a “Guarantor”), MIDMARKET CAPITAL PARTNERS, LLC, a Delaware limited liability company (“MMCP”), in its capacity as agent for the Lenders, as hereinafter defined (in such capacity, the “Agent”), and each of the financial institutions which is now or which hereafter becomes a party thereto as a lender (each individually a “Lender”,
ContractAssumption and Joinder Agreement • March 26th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New York
ASSUMPTION AND JOINDER AGREEMENT, dated as of March 22, 2013 (this “Joinder”), is executed in connection with that certain Loan and Security Agreement dated as of September 17, 2012 (as may be amended, restated, supplement or modified from time to time, the “Loan Agreement”) among INTERCLOUD SYSTEMS, INC. f/k/a GENESIS GROUP HOLDINGS, INC., a Delaware corporation, RIVES-MONTEIRO LEASING, LLC, an Alabama limited liability company, TROPICAL COMMUNICATIONS, INC., a Florida corporation, each other Person joined thereto as a guarantor, the various financial institutions party thereto as lenders (collectively, the “Lenders”), MIDMARKET CAPITAL PARTNERS, LLC, as agent for the Lenders. Unless otherwise defined herein, all capitalized terms used herein shall have the respective meanings given to such terms in the Loan Agreement.
REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 26th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New Jersey
This Revolving Credit Agreement (this 'AGREEMENT') is made and entered into effective as of (the 'El-FECTIVE DATE') by and between Digital Comm Inc. a Florida corporation and Genesis Group Holdings, Inc., a Delaware corporation (collectively "Borrower"), and MMDGenesis LLC, a New Jersey limited liability company ("Lender").
MASTER AGREEMENTMaster Agreement • March 26th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New Jersey
THIS MASTER AGREEMENT (this "Master Agreement") is entered into as of June 24, 2011 ("Effective Date") by and among Tekmark Global Solutions, LLC, a New Jersey limited liability company with a place of business at 100 Metroplex Drive, Suite 102, Edison, New Jersey 08817 ("Tekmark"), MMDGenesis LLC, a New Jersey limited liability company with a place of business at 1100 First Avenue, Spring Lake, NJ 07762 ("MMD", and together with Tekmark, the "New Lenders") and Genesis Group Holdings, Inc., and its subsidiary Digital Comm Inc., a Florida corporation with a place of business at 2500 N. Military Trail, Suite 275, Boca Raton, Florida 33431 (collectively "Digital Comm"). Tekmark, MMD and Digital Comm may be referred to individually as Party and collectively as Parties.
