FTE NETWORKS, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 8th, 2019 • FTE Networks, Inc. • Telephone communications (no radiotelephone) • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of July 2, 2019 among FTE Networks, Inc., a Nevada corporation (the “Company”), each of the investors listed on the signature pages hereto under the caption “Lateral Investors” (collectively, the “Lateral Investors”), the Benchmark Parties (as defined herein) and each other Person who executes a Joinder as an “Other Holder” (collectively, the “Other Holders”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Exhibit A attached hereto.
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 2, 2019 by and among JUS-COM, INC., as a Person composing Borrower, FTE NETWORKS, INC., as a Person composing Borrower, BENCHMARK BUILDERS, INC., as a Person composing Borrower, THE OTHER PERSONS...Credit Agreement • July 8th, 2019 • FTE Networks, Inc. • Telephone communications (no radiotelephone) • New York
SERIES A-1][SERIES A-2] WARRANTSecurities Agreement • July 8th, 2019 • FTE Networks, Inc. • Telephone communications (no radiotelephone)
FTE Networks Inc. ( the “Company” ), hereby certifies that, for value received, [●] (the “Holder” ), is entitled to purchase from the Company up to a total of [●] shares (the “Warrant Shares”) of common stock, par value $0.001 per share (“Common Stock”), subject to adjustment as set forth in Section 4, or following the exercise of this Warrant in part pursuant to Section 5 hereof, the remaining number of shares of Common Stock issuable upon exercise of this Warrant as set forth in the Warrant Register (as defined below), at any time and from time to time from and after the Original Issue Date and through and including the five year anniversary of the Original Issue Date (the “Expiration Date”), at the Exercise Price (as defined in Section 3 hereof), and subject to the following.
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • July 8th, 2019 • FTE Networks, Inc. • Telephone communications (no radiotelephone) • New York
This Investor Rights Agreement (this “Agreement”) is entered into as of July 2, 2019, by and between FTE Networks, Inc., a Nevada corporation (the “Company”), on the one hand, and Lateral Juscom Feeder LLC, a Delaware limited liability company (“Lateral”), on the other hand. Each of the Company and Lateral are a “Party” and, collectively, the “Parties.”
AMENDED AND RESTATED PROMISSORY NOTEPromissory Note • July 8th, 2019 • FTE Networks, Inc. • Telephone communications (no radiotelephone) • New York
This Note amends and restates the Promissory Note, dated as of February 12, 2019 (the “Original Note”), by Obligor (as hereinafter defined) in favor of the Holder (as hereinafter defined). This Note is not being given by the Obligor or accepted by the Holder in satisfaction of said indebtedness or as a novation with respect thereto. The undersigned, FTE Networks, Inc., a Nevada corporation (the “Obligor”), hereby promises to pay to Fred Sacramone (the “Holder”), with an address at 34 Haas Road, Basking Ridge, NJ 07920, subject to the terms and conditions set forth herein and in the manner and at the place hereafter set forth, the principal sum of One Million Forty Six Thousand Four Hundred Ninety Nine Dollars and Eighty Five Cents ($1,046,499.85) (the “Principal Amount”), which such amount shall be paid in accordance herewith, together with interest accrued thereon, computed at the rate of Twelve percent (12%) per annum on the outstanding, unpaid Principal Amount of the Original Note,
AMENDED AND RESTATED CONVERTIBLE PROMISSORY NOTESubordination Agreement • July 8th, 2019 • FTE Networks, Inc. • Telephone communications (no radiotelephone) • New York
This Note amends and restates the Convertible Promissory Note, dated as of April 20, 2017 (the “Original Note”), by the Obligor (as hereinafter defined) in favor of the Holder (as hereinafter defined). This Note is not being given by the Obligor or accepted by the Holder in satisfaction of said indebtedness or as a novation with respect thereto. The undersigned, FTE Networks, Inc., a Nevada corporation (the “Obligor”), hereby promises to pay to Fred Sacramone, (the “Holder”), with an address at 34 Haas Road, Basking Ridge, New Jersey 07920, subject to the terms and conditions set forth herein and in the manner and at the place hereafter set forth, the principal sum of Four Million One Hundred Sixty-Six Thousand Six Hundred Sixty-Six and 67/100 Dollars ($4,166,666.67 USD) (the “Principal Amount”), which such amount shall be paid in accordance herewith, together with interest accrued thereon, computed at the rate of (i) five percent (5%) per annum on the outstanding, unpaid Principal Amo
AGREEMENT TO EXCHANGE SERIES A AND A-1 CONVERTIBLE PREFERRED STOCK FOR SERIES H PREFERRED STOCKStock Exchange Agreement • July 8th, 2019 • FTE Networks, Inc. • Telephone communications (no radiotelephone) • Nevada
THIS AGREEMENT (this “Agreement”) effective as of 3:02 p.m., July 2, 2019 (the “Effective Time”), by and between [Brian McMahon][Fred Sacramone] (“Holder”), and FTE Networks, Inc., a Nevada corporation (the “Company”).
SUBSCRIPTION AGREEMENTSubscription Agreement • July 8th, 2019 • FTE Networks, Inc. • Telephone communications (no radiotelephone) • Nevada
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is made by and between FTE Networks, Inc. a Nevada corporation (the “Company”), and the undersigned (“Subscriber”) as of the time and date this Subscription Agreement is accepted by the Company, as set forth on the Company’s signature page hereto.
ContractSubordination Agreement • July 8th, 2019 • FTE Networks, Inc. • Telephone communications (no radiotelephone) • New York
This instrument and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in that certain AMENDED AND RESTATED Subordination and Intercreditor Agreement (the “Subordination Agreement”) dated as of JULY 2, 2019 among (inter alios) Brian McMahon, a natural person, as an Initial Subordinated Creditor, Fred Sacramone, a natural person, as an Initial Subordinated Creditor, the Obligor, and LATERAL JUSCOM FEEDER LLC, as Administrative Agent (the “Senior Agent”), to the indebtedness (including interest) owed by the Obligor and its subsidiaries, pursuant to that certain AMENDED AND RESTATED Credit Agreement dated as of JULY 2, 2019 among The Obligor, its subsidiaries party thereto, Senior Agent and the lenders from time to time party thereto (the “Senior Credit Agreement”) and the other Senior Debt Documents (as defined in the Subordination Agreement), as such Senior Credit Agreement and other Senior Debt Documents have been and hereafter may be
