SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 5th, 2006 • Airbee Wireless, Inc. • Services-prepackaged software • New Jersey
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 29, 2005, by and among AIRBEE WIRELESS, INC., a Delaware corporation (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).
SECURITY AGREEMENTSecurity Agreement • January 5th, 2006 • Airbee Wireless, Inc. • Services-prepackaged software • New Jersey
THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of December 29, 2005, by and between Airbee Wireless (India) Pvt. Ltd., an India corporation with its principal place of business at 92 Dr. Natesan Road, Mylapor, Chennai 600014, India (the “Company”), and Cornell Capital Partners, LP (the “Secured Party”).
INVESTOR REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 5th, 2006 • Airbee Wireless, Inc. • Services-prepackaged software • New Jersey
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 29, 2005, by and among AIRBEE WIRELESS, INC., a Delaware corporation (the “Company”), and the undersigned investors listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).
SECURITY AGREEMENTSecurity Agreement • January 5th, 2006 • Airbee Wireless, Inc. • Services-prepackaged software • New Jersey
THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of December 29, 2005, by and between AIRBEE WIRELESS, INC., a Delaware corporation with its principal place of business located at 9400 Key West Avenue Rockville, MD (the “Company”), and the BUYER(S) listed on Schedule I attached to the Securities Purchase Agreement dated the date hereof (the “Secured Party”).
PLEDGE AND ESCROW AGREEMENTPledge and Escrow Agreement • January 5th, 2006 • Airbee Wireless, Inc. • Services-prepackaged software • New Jersey
THIS PLEDGE AND ESCROW AGREEMENT (the “Agreement”) is made and entered into as of December 29, 2005 (the “Effective Date”) by and among AIRBEE WIRELESS, INC., a corporation organized and existing under the laws of the State of Delaware (the “Pledgor”), CORNELL CAPITAL PARTNERS, LP, (the “Pledgee”), and DAVID GONZALEZ, ESQ., as escrow agent (“Escrow Agent”).
INSIDER PLEDGE AND ESCROW AGREEMENTInsider Pledge and Escrow Agreement • January 5th, 2006 • Airbee Wireless, Inc. • Services-prepackaged software • New Jersey
THIS INSIDER PLEDGE AND ESCROW AGREEMENT (the “Agreement”) is made and entered into as of December 29, 2005 (the “Effective Date”) by and among Sundaresan Raja, E. Eugene Sharer and Ramanujam Satagopan each being an officer of the Company (the “Pledgors”), CORNELL CAPITAL PARTNERS, LP (the “Pledgee”), AIRBEE WIRELESS, INC., a Delaware corporation (the “Company”), and DAVID GONZALEZ, ESQ., as escrow agent (“Escrow Agent”).
