ContractSmart Move, Inc. • January 28th, 2008 • Trucking (no local) • Delaware
This Warrant and the underlying shares of Common Stock represented by this Warrant have not been registered under the Securities Act of 1933 (the “Act”), and are “restricted securities” as that term is defined in Rule 144 under the Act. The securities may not be offered for sale, sold or otherwise transferred except pursuant to an effective registration statement under the Act, or pursuant to an exemption from registration under the Act, the availability of which is to be established to the satisfaction of the Company.
ContractSmart Move, Inc. • January 28th, 2008 • Trucking (no local) • Colorado
THIS NOTE HAS BEEN MADE FOR INVESTMENT PURPOSES ONLY AND NOT WITH A VIEW TO OR FOR SALE IN CONNECTION WITH THE DISTRIBUTION THEREOF AND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THIS NOTE MAY NOT BE SOLD, TRANSFERRED, OR ASSIGNED (“TRANSFER”) UNLESS IT IS SUBSEQUENTLY REGISTERED OR AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE AND THE MAKER CONSENTS IN WRITING TO SUCH TRANSFER. THE COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE REASONABLY ACCEPTABLE TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SAID ACT. ANY SUCH SALE, ASSIGNMENT OR TRANSFER MUST ALSO BE MADE IN COMPLIANCE WITH APPLICABLE STATE SECURITIE
AMENDED AND RESTATED NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • January 28th, 2008 • Smart Move, Inc. • Trucking (no local) • Colorado
This AMENDED AND RESTATED NOTE AND WARRANT PURCHASE AGREEMENT, dated as of January 22, 2008 (this “Agreement”), is entered into by and between SMART MOVE, INC., a Delaware corporation (the “Company”), and Thomas P. Grainger, an individual residing in the state of Wyoming (“Purchaser”).
Reissued effective January 22, 2008 to replace Note dated September 2, 2007 $540,000Smart Move, Inc. • January 28th, 2008 • Trucking (no local) • Colorado
This Amended 7% Unsecured Convertible Note dated January 22, 2008 is in renewal, extension, rearrangement and modification, and replaces and supersedes that one certain 7% Unsecured Convertible Note previously issued by the Company dated September 2, 2007 (“Replaced Note”). The terms of the Replaced Note have been modified and superseded by the terms of this Note.
