INTEREST PURCHASE AGREEMENT Dated as of March 19, 2014 among VAULTLOGIX, LLC, DATA PROTECTION SERVICES, LLC, U.S. DATA SECURITY ACQUISITION, LLC, LONDON BAY – VL ACQUISITION COMPANY, LLC, TIER 1 SOLUTIONS, INC., and INTERCLOUD SYSTEMS, INC.Interest Purchase Agreement • March 25th, 2014 • Intercloud Systems, Inc. • Services-business services, nec • New York
Contract Type FiledMarch 25th, 2014 Company Industry JurisdictionThis INTEREST PURCHASE AGREEMENT, dated as of March 19, 2014, (this “Agreement”), is made and entered into by and among VAULTLOGIX, LLC, a Delaware limited liability company (“VL”), DATA PROTECTION SERVICES, LLC, a Delaware limited liability company (“DPS”), U.S. DATA SECURITY ACQUISITION, LLC, a Delaware limited liability company (“USDSA”), LONDON BAY – VL ACQUISITION COMPANY, LLC (“Holding Company”), TIER 1 SOLUTIONS, INC. (“Tier 1”) (each of Holding Company and Tier 1, a “Seller,” and collectively, the “Sellers”) and INTERCLOUD SYSTEMS, INC., a Delaware corporation (“Buyer”).
8% CONVERTIBLE PROMISSORY NOTE DUE [ ], 2017Convertible Security Agreement • March 25th, 2014 • Intercloud Systems, Inc. • Services-business services, nec • New York
Contract Type FiledMarch 25th, 2014 Company Industry JurisdictionTHIS 8% CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued 8% Convertible Note 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, (this “Note”).