INVESTORS/REGISTRATION RIGHTS AGREEMENTInvestors/Registration Rights Agreement • March 15th, 2022 • Aspen Group, Inc. • Services-educational services • New York
THIS INVESTORS/REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of the 14th day of March, 2022, by and among ASPEN GROUP, INC., a Delaware corporation (the “Company”) and each of _____________________ (“_________________”) and _____________________, a _____________________ (“_______________;” each of the ___________________ and ________________ is hereinafter sometimes referred to individually as a “Holder” and collectively as the “Holders”).
REVOLVING PROMISSORY NOTE AND SECURITY AGREEMENTRevolving Promissory Note and Security Agreement • March 15th, 2022 • Aspen Group, Inc. • Services-educational services • New York
Maker may draw down, at any time and from time to time during the period from and including the date of this Note through the day immediately preceding the first anniversary of that date (the “Commitment Period”), each time upon prior arrangement with and at least three (3) Business Days’ (as defined below) prior written notice to Payee, a principal amount not to exceed at any one time outstanding, as to all such drawdowns in the aggregate, ten million U.S. dollars (US$10,000,000) (Payee’s “Commitment”); provided, however, that the Commitment Period and Payee’s Commitment shall automatically, without the requirement of any demand, notice, or other act or instrument of, by or from Payee or any other person, and immediately terminate upon the occurrence of an Acceleration Event (as defined below), whereupon (i) Maker shall not be permitted to draw down any additional amounts under this Note and (ii) the aggregate principal amount then outstanding under this Note, together with all intere
Subject: March 2022 TransactionsRevolving Promissory Note and Security Agreement • March 15th, 2022 • Aspen Group, Inc. • Services-educational services • New York
This will confirm the terms on which ____________________, a ____________________ (the “_______________”), located at ______________________ (together with its successors and permitted assigns, “____________ Payee”) and ____________________, a ______________________ (“___________”), located at ________________________ (together with its successors and permitted assigned, “_______________” and, together with _____________ Payee, the “Payees”) have agreed to, as applicable, (i) amend that certain revolving promissory note and security agreement dated as of November 5, 2018, and amended and restated as of March 5, 2019, as amended on January 22, 2020 and August 31, 2021 issued by Aspen Group, Inc. (the “Company”) to the ______________ Payee (the “2018 Revolver Amendment”), (ii) enter into two new revolving promissory notes and security agreements issued by the Company to each of the Payees (the “Revolvers”), (iii) enter into two new convertible promissory notes and security agreements iss
THIRD AMENDMENT Dated as of March 14, 2022 to the AMENDED AND RESTATED REVOLVING PROMISSORY NOTE AND SECURITY AGREEMENT Dated as of November 5, 2018Revolving Promissory Note and Security Agreement • March 15th, 2022 • Aspen Group, Inc. • Services-educational services • New York
This THIRD AMENDMENT TO THE AMENDED AND RESTATED REVOLVING PROMISSORY NOTE AND SECURITY AGREEMENT (this “Amendment”), dated as of March 14, 2022, is entered into by and among ASPEN GROUP, INC, as maker (the “Maker”), UNITED STATES UNIVERSITY, INC. (“USU”) and ASPEN UNIVERSITY INC. (“AUI” and, together with USU, the “Subsidiaries”), and ___________________________, as payee (the “Payee”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • March 15th, 2022 • Aspen Group, Inc. • Services-educational services • New York
INTERCREDITOR AGREEMENT (this “Agreement”) dated as of March 14, 2022 (“Effective Date”) by and among ___________________ (together with his successors and permitted assigns, “___________”), solely in his capacity as Servicing Lender (as defined below), _______________________, whose address is c/o ____________ at his address above (together with its successors and permitted assigns, the “_______________,”), ___________________, a _______________, whose address is ______________________, together with its successors and permitted assigns, the “____,” collectively with ______________, the “Lenders,” and each individually a “Lender”), and ASPEN GROUP, INC., a Delaware corporation having its principal place of business at 276 Fifth Avenue, Suite 505, New York, New York 10001 (together with its successors and permitted assigns, the “Company,” collectively with each of the Lenders, the “Parties,” and each individually a “Party”).
