REDEMPTION AND SECURITIES PURCHASE AGREEMENTRedemption and Securities Purchase Agreement • March 28th, 2006 • Markland Technologies Inc • Measuring & controlling devices, nec • New York
This Redemption and Securities Purchase Agreement (this “Agreement”) is made and entered into as of March 24, 2006, among Markland Technologies, Inc., a Florida corporation (“Markland”), and the investors signatory hereto (each such investor is a “Investor” and all such investors are, collectively, the “Investors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 28th, 2006 • Markland Technologies Inc • Measuring & controlling devices, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 24, 2006, among Markland Technologies, Inc., a Florida corporation (“Markland”), and the investor signatories hereto (each such investor is an “Investor” and all such investors are, collectively, the “Investors”).
ESCROW AGREEMENTEscrow Agreement • March 28th, 2006 • Markland Technologies Inc • Measuring & controlling devices, nec • New York
ESCROW AGREEMENT (this “Agreement”) made as of March 24, 2006 by and among Markland Technologies, Inc., a Florida corporation (“Markland”), James LLC, Southridge Partners LP, Southshore Capital Fund Ltd. and Brittany Capital Management, Ltd. (collectively, the “Investors”), Greenfield Capital Partners, LLC (“Greenfield”), Southridge Capital Management LLC, as representative of the Investors and Greenfield (the “Representative”), and Greenberg Traurig, LLP, as escrow agent (the “Escrow Agent”).
TERMINATION AGREEMENTTermination Agreement • March 28th, 2006 • Markland Technologies Inc • Measuring & controlling devices, nec • New York
THIS TERMINATION AGREEMENT (“Agreement”) is effective as of March 24, 2006 by and between Greenfield Capital Partners, LLC, a Delaware limited liability company (“Greenfield”), and Markland Technologies Inc., a Florida corporation (“Markland”).
AGREEMENTConsulting Agreement • March 28th, 2006 • Markland Technologies Inc • Measuring & controlling devices, nec • Rhode Island
This agreement (this “Agreement”) confirms the engagement of Verdi Consulting Inc., a Rhode Island corporation with a mailing address of c/o 100 Pheasant Drive, East Greenwich, RI 02818 (“VCI”), by Markland Technologies Inc., a Florida corporation with a business address of 88 Royal Little Drive, Providence, RI 02904 (the “Company”), to act as: (i) the Company’s exclusive agent to arrange and negotiate the redemption of the Company’s Series D Convertible Preferred Stock in exchange for newly issued Series E Preferred Stock (the “EXCHANGE TRANSACTION”) with James LLC and affiliates.
