SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 18th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 13, 2013, between InterCloud Systems, Inc., a Delaware corporation (the “Company”) and the investors set forth in Schedule A attached hereto (each a “Purchaser” and collectively, the “Purchasers”).
12% CONVERTIBLE DEBENTUREIntercloud Systems, Inc. • December 18th, 2013 • Services-business services, nec • New York
THIS 12% CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 12% Convertible Debentures of InterCloud Systems, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 331 Newman Springs Road, Building 1, Suite 104, Red Bank, NJ 07701, designated as its 12% Convertible Debenture due 2015 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 18th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New York
This Agreement is made pursuant to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of the date hereof, between the Company and the Investor, among others.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 18th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New York
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of December 12, 2013, is entered into by and among InterCloud Systems, Inc., a Delaware corporation (“Purchaser”), Integration Partners-NY Corporation, a New Jersey corporation (the “Company”), and Barton F. Graf, Jr. (“Graf”), David C. Nahabedian (“Nahabedian”) and Frank Jadevaia (“Jadevaia”) (each of Graf, Nahabedian and Jadevaia, a “Seller” and collectively the “Sellers”) as the sole shareholders of the Company.
VOTING AGREEMENTVoting Agreement • December 18th, 2013 • Intercloud Systems, Inc. • Services-business services, nec • New York
This Voting Agreement (this “Agreement”) is made as of December 13, 2013 by and among InterCloud Systems, Inc., a Delaware corporation (the “Company”), and each of the individuals and entities signatory hereto (each a “Voting Party” and collectively, the “Voting Parties”).
