PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • September 28th, 2017 • Great Basin Scientific, Inc. • Surgical & medical instruments & apparatus • New York
PLEDGE AND SECURITY AGREEMENT, dated as of September 27, 2017 (this "Agreement"), made by Great Basin Scientific, Inc., a Delaware corporation (the "Company") and each other Subsidiary of the Company hereafter becoming party hereto (together with the Company, each a "Grantor" and, collectively, the "Grantors"), in favor of Hudson Bay Master Fund Ltd., in its capacity as collateral agent (in such capacity, the "Collateral Agent") for the Holders (as defined below) of Notes (as defined below) issued pursuant to each of the Securities Purchase Agreements, dated on or about September 27, 2017 (as amended, restated or otherwise modified from time to time, each a "Securities Purchase Agreements", and collectively, the "Securities Purchase Agreements").
LETTERHEAD OF OTHER INVESTOR]Great Basin Scientific, Inc. • September 28th, 2017 • Surgical & medical instruments & apparatus • New York
Reference is made to that certain (i) New 2017 Senior Secured Note, dated September 27, 2017, in the original principal amount of $[●], issued by Great Basin Scientific, Inc. (the "Company") to [●] (the "Holder") secured by the Security Documents (as defined in the 2017 SPA, as that term is defined below) (the "New Note") and (ii) 2017 Series A Senior Secured Convertible Note, dated April 17, 2017, in the original principal amount of $[●], issued by the Company to the Holder secured by the Security Documents (as defined in the 2016 SPA, as that term is defined below) (as the same has been amended, supplemented, amended and restated, or otherwise modified from time to time, the "2017 Note" and together with the New Note, each a "Note," and collectively, the "Notes") pursuant to that certain Exchange Agreement, dated as of April 17, 2017, by and between the Company and the Holder (the "Exchange Agreement"). Any and all capitalized terms used in this letter agreement (this "Forbearance Ag
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 28th, 2017 • Great Basin Scientific, Inc. • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of September 27, 2017, by and between Great Basin Scientific, Inc., a Delaware corporation, with headquarters located at 420 E. South Temple, Suite 520, Salt Lake City, UT 84111 (the "Company"), and the investor listed on Schedule I attached hereto (the "Investor").
SUBORDINATION AND INTERCREDITOR AGREEMENTSubordination and Intercreditor Agreement • September 28th, 2017 • Great Basin Scientific, Inc. • Surgical & medical instruments & apparatus • New York
This Subordination and Intercreditor Agreement is executed and delivered as of September 27, 2017 (this "Agreement"), by and between Utah Autism Foundation, a Utah non-profit corporation (the “Subordinated Creditor”), and Hudson Bay Master Fund Ltd., in its capacity as collateral agent for the Senior Creditors (as defined below) (together with its successors and assigns in such capacity, the "Senior Agent"), and is acknowledged by Great Basin Scientific, Inc., a Delaware corporation (the “Borrower”).
WAIVERWaiver • September 28th, 2017 • Great Basin Scientific, Inc. • Surgical & medical instruments & apparatus • New York
This Waiver (this "Waiver") is entered into as of September 27, 2017, by and between Great Basin Scientific, Inc., a Delaware corporation (the "Company"), and the undersigned holder (the "Holder") which is one of the investors signatory to (i) that certain Exchange Agreement, dated April 7, 2017 (the "Initial Exchange Agreement"), between the Company and the Holder and (ii) that certain Amendment and Exchange Agreement, dated April 17, 2017 (the “Amended Exchange Agreement” and, together with the Initial Exchange Agreement, the "Exchange Documents"), between the Company and the Holder, with reference to the following facts:
