Representative’s Warrant AgreementRepresentative’s Warrant Agreement • March 30th, 2016 • Sphere 3D Corp • Services-computer processing & data preparation • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) LADENBURG THALMANN & CO. INC. OR AN UNDERWRITER OR A SELECTED DEALER PARTICIPATING IN THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF LADENBURG THALMANN & CO. INC. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.
WARRANT EXCHANGE AGREEMENTWarrant Exchange Agreement • March 30th, 2016 • Sphere 3D Corp • Services-computer processing & data preparation • New York
WARRANT EXCHANGE AGREEMENT, dated as of March 25, 2016 (this “Agreement”), between SPHERE 3D CORP., an Ontario corporation (the “Company”) and MacFarlane Family Ventures, LLC, a Delaware limited liability company (the “Holder”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 30th, 2016 • Sphere 3D Corp • Services-computer processing & data preparation • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this March 25, 2016, by and between Sphere 3D Corp., an Ontario corporation (the “Company”) and MacFarlane Family Ventures, LLC, a Delaware limited liability (“MacFarlane”), with respect to the Warrants and Warrant Shares issued pursuant to that certain Warrant Exchange Agreement dated as of March 25, 2016, by and between the Company and MacFarlane (the “Exchange Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Exchange Agreement unless otherwise defined herein.
AMENDMENT NO. 4 AND LIMITED WAIVER TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 30th, 2016 • Sphere 3D Corp • Services-computer processing & data preparation • California
This AMENDMENT NO. 4 AND LIMITED WAIVER TO LOAN AND SECURITY AGREEMENT (this “Amendment”), is entered into as of February 26, 2016, by and among OVERLAND STORAGE, INC., a California corporation (“US Borrower”), TANDBERG DATA GMBH, a limited liability company organized under the laws of Germany (“German Borrower”), SPHERE 3D CORP., an Ontario corporation (formerly known as Sphere 3D Corporation) (“Canadian Borrower” and together with US Borrower and German Borrower, collectively, the “Borrowers”), the Guarantors signatory hereto and SILICON VALLEY BANK, a California corporation (“Bank”).
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 30th, 2016 • Sphere 3D Corp • Services-computer processing & data preparation • California
is entered into as of December 18, 2015, by and among OVERLAND STORAGE, INC., a California corporation (“US Borrower”), TANDBERG DATA GMBH, a limited liability company organized under the laws of Germany (“German Borrower”), SPHERE 3D CORP., an Ontario corporation (formerly known as Sphere 3D Corporation) (“Canadian Borrower” and together with US Borrower and German Borrower, collectively, the “Borrowers”), the Guarantors signatory hereto and SILICON VALLEY BANK, a California corporation (“Bank”).
