EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks • Minnesota
THIS EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made and entered into effective February 28, 2012, by and between Cachet Financial Solutions, Inc., a corporation duly organized and existing under the laws of the State of Minnesota, with a place of business at 6455-A Flying Cloud Drive, Eden Prairie, Minnesota 55344 (hereinafter referred to as the "Company"), and Christopher F. Ebbert, a resident of the state of Minnesota (hereinafter referred to as "Executive").
AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks • New York
IMPERIUM SPECIAL FINANCE FUND, LP ( "Lender") and CACHET FINANCIAL SOLUTIONS, INC., a Minnesota corporation ("Borrower"), have previously entered into certain financing arrangements pursuant to which Lender has heretofore made and provided a Term Loan to Borrower in the original principal amount of $1,500,000 (the "Original Term Loan"), as set forth in the Loan and Security Agreement, dated as of October 26, 2012, by and between Borrower and Lender (as the same now exists or may hereafter be amended, modified, supplemented, extended, renewed, restated or replaced, the "Loan Agreement"), and all other Loan Documents (as defined in the Loan Agreement) referred to therein or at any time executed and/or delivered in connection therewith or related thereto, including, but not limited to, this Amendment No.1 to Loan and Security Agreement (this "Amendment").
ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENTAssignment and Assumption of Employment Agreement • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks
THIS ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT, dated as of February 11, 2014 (the “Effective Date”), is by and among Cachet Financial Solutions Inc., a Minnesota corporation (the “Company”), DE Acquisition 2, Inc., a Delaware corporation and a public reporting company under the Securities Exchange Act of 1934 (“Pubco”), and ________________, an executive officer of the Company (“Executive”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks
This Amendment No. 1 to Agreement and Plan of Merger and Reorganization (this “Amendment”) is made effective as of February 11, 2014 by and among Cachet Financial Solutions, Inc., a Minnesota corporation (the “Company”), DE Acquisition2, Inc., a Delaware corporation (“Pubco”), and Cachet Acquisition Corp., a Minnesota corporation wholly owned by Pubco (“Merger Sub”).
WARRANT TO PURCHASE COMMON STOCK OF CACHET FINANCIAL SOLUTIONS, INC.Warrant Agreement • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks • New York
THIS CERTIFIES THAT, for good and valuable consideration, Imperium Special Finance Fund, LP ("Holder") as of October 26, 2012 (the "Warrant Issue Date"), is entitled to subscribe for and purchase from Cachet Financial Solutions, Inc., a Minnesota corporation (the "Company"), at any time prior to 5:00 p.m., Minneapolis time, on October 26, 2017 (the "Expiration Time"), Nine Hundred Fifty Two Thousand Eight Hundred Forty Seven (952,847) fully paid and nonassessable shares (the "Warrant Share Quantity") of the Common Stock of the Company at the per-share price (the "Warrant Exercise Price"), subject to the anti-dilution provisions of this Warrant, equal to the lowest of: (i) Seventy Two cents ($0.72); (ii) the lowest per-share price at which the Company issues or sells any shares of Common Stock after the Warrant Issue Date but prior to the date of exercise of this Warrant, or (iii) eighty percent (80%) of the lowest price per share of Common Stock at which the Company issues or sells any
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks • Minnesota
This Loan and Security Agreement (this “Agreement”), dated as of December 12, is by and between Cachet Financial Solutions Inc., a Minnesota corporation (“Borrower”), and Trooien Capital, LLC, a Minnesota limited liability company (“Lender”).
AMENDMENT NO. 1 TO PROMISSORY NOTEPromissory Note • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks • Minnesota
LOAN AND SECURITY AGREEMENT between IMPERIUM SPECIAL FINANCE FUND, LP as Lender and CACHET FINANCIAL SOLUTIONS, INC. as Borrower Dated: October 26, 2012Loan and Security Agreement • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks • New York
This LOAN AND SECURITY AGREEMENT is dated as of October 26, 2012 and agreed to by and between CACHET FINANCIAL SOLUTIONS, INC., a Minnesota corporation ("Borrower") and IMPERIUM SPECIAL FINANCE FUND, LP, a Delaware limited partnership ("Lender").
FORBEARANCE AGREEMENTForbearance Agreement • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks • New York
This Forbearance Agreement (this “Agreement”) is entered into as of December 6, 2013 (the “Effective Date”), by and between Cachet Financial Solutions Inc., a Minnesota corporation (“Borrower”), and Michaelson Capital Partners, LLC on behalf of itself and its affiliates including Michaelson Capital Special Finance Fund, LP, a Delaware limited partnership (formerly, Imperium Special Finance Fund, LP, the “Lender”).
