INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • September 26th, 2011 • Torvec Inc • Motor vehicle parts & accessories • New York
THIS INVESTORS’ RIGHTS AGREEMENT is made as of the 23rd day of September, 2011, by and among Torvec, Inc., a New York corporation (the “Company”), B. Thomas Golisano, a resident of the State of Florida (the “Investor”), and Charles T. Graham and David Still (collectively, the “Additional Investors”). The “Investor” and the “Additional Investors” are referred to collectively as the “Purchasers.”
SUBSCRIPTION AGREEMENT Torvec, Inc., a New York corporationSubscription Agreement • September 26th, 2011 • Torvec Inc • Motor vehicle parts & accessories • New York
This Subscription Agreement (the “Agreement”) is made by and between Torvec, Inc., a New York corporation (the “Company”), and the undersigned, a director or executive officer of the Company (the “Subscriber”) in connection with the private placement of up to 687,500 Investment Units, for an aggregate of $275,000 to three directors and one executive officer of the Company (the “Purchasing Directors Financing”). Each Investment Unit consists of one (1) share of the Company’s Series C Voting Convertible Preferred Stock, par value $0.01 per share (the “Series C Preferred Stock”) initially convertible into an equivalent number of shares of common stock of the Company, par value $0.01 per share (“Common Stock”), and a warrant to purchase one-tenth (1/10th) of a share of Common Stock (the “Warrant”, and together with the Series C Preferred Stock, and the Common Stock issuable upon exercise of the Warrant or conversion of the shares of Series C Preferred Stock, each a “Company Security” and c
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 26th, 2011 • Torvec Inc • Motor vehicle parts & accessories • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of September 23, 2011 by and among Torvec, Inc., a New York corporation (the “Company”), B. Thomas Golisano, a resident of the State of Florida (the “Investor”), and each other Purchaser listed on the Schedule of Purchasers attached hereto (each along with the Investor, a “Purchaser” and collectively the “Purchasers”).
