SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 21st, 2005 • Prides Capital Partners, LLC • Services-educational services • Florida
This Securities Purchase Agreement (this “Agreement”) is dated as of December 12, 2005, by and among Whitney Information Network, Inc. (the “Company”), Russell A. Whitney (“Whitney”) and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • July 24th, 2007 • Prides Capital Partners, LLC • Services-educational services • New York
INVESTOR RIGHTS AGREEMENT dated as of July 23, 2007 by and among The Princeton Review, Inc., a Delaware corporation (the “Company”), the persons executing this Agreement as Purchasers (the “Purchasers”), and the persons executing this Agreement as Common Stockholders (the “Stockholders”).
WARRANTCommon Stock Purchase Warrant • March 11th, 2013 • Prides Capital Partners, LLC • Retail-miscellaneous retail
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Kevin A. Richardson (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on November 14, 2015 (the “Termination Date”), to subscribe for and purchase from As Seen on TV, Inc., a Florida corporation (the “Company”), up to 406,460 shares (the “Warrant Shares”) of Common Stock, par value $0.0001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
c/o Prides Capital Partners, LLC Boston, MA 02109 February 7, 2011Letter Agreement • February 14th, 2011 • Prides Capital Partners, LLC • Services-personal services • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 6th, 2007 • Prides Capital Partners, LLC • Services-personal services • Delaware
This Registration Rights Agreement (the “Agreement”) is made as of the date set forth below between eDiets.com, Inc., a Delaware corporation (the “Company”), and Prides Capital Fund I, L.P. (“Holder”).
SECURITIES SUBSCRIPTION AND PURCHASE AGREEMENTSecurities Subscription and Purchase Agreement • July 2nd, 2009 • Prides Capital Partners, LLC • Services-personal services • Delaware
Annex C FORM OF REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 19th, 2006 • Prides Capital Partners, LLC • Refuse systems • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of ______________, 200_ by and between Waste Services, Inc., a corporation incorporated under the laws of the State of Delaware (the “Company”), and the party identified as an Investor on the signature page hereto (the “Investor”).
NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • June 3rd, 2008 • Prides Capital Partners, LLC • Services-personal services • New York
THIS AGREEMENT is made as of May 30, 2008 by and between EDIETS.COM, INC., a Delaware corporation (the “Company”) and the entity listed on the signature page hereof as purchaser (the “Purchaser”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 7 hereof.
STOCKHOLDERS AGREEMENTStockholders Agreement • December 21st, 2005 • Prides Capital Partners, LLC • Services-educational services • Florida
STOCKHOLDERS AGREEMENT dated as of December 12, 2005 (this “Agreement”) among Whitney Information Network, Inc. (the “Company”), Prides Capital Fund I, L.P., a Delaware limited partnership, or its assignee, acting through Prides Capital Partners, LLC, a Delaware limited liability company (“Purchaser”), EduTrades, Inc. (“EduTrades”) and Russell A. Whitney (“Whitney”).
COMMON SHARE SUBSCRIPTION AGREEMENTCommon Share Subscription Agreement • March 7th, 2006 • Prides Capital Partners, LLC • New York
THIS COMMON SHARE SUBSCRIPTION AGREEMENT (this "Agreement") is made between Ameritrans Capital Corporation, a Delaware corporation (the "Company"), and the person executing this Agreement as an investor (the "Investor").
VOTING AGREEMENTVoting Agreement • May 19th, 2006 • Prides Capital Partners, LLC • Services-personal services • Delaware
VOTING AGREEMENT, dated as of May 15, 2006, between Prides Capital Fund I, L.P. (“Buyer”), a Delaware limited partnership, eDiets.com, Inc., a Delaware corporation (the “Company”) and David R. Humble (“Seller”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 14th, 2011 • Prides Capital Partners, LLC • Services-personal services • Delaware
This Registration Rights Agreement (the “Agreement”) is made as of February 7, 2011, by and among eDiets.com, Inc., a Delaware corporation (the “Company”), the holders of shares of the Company’s common stock listed on Exhibit A attached hereto and incorporated herein by reference (each an “Investor” and collectively the “Investors”), and Prides Capital Partners, LLC (“Prides”). The Investors and Prides are sometimes referred to herein individually as a “Holder” and collectively as the “Holders.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 19th, 2006 • Prides Capital Partners, LLC • Services-personal services • Delaware
Unless otherwise requested by the Investor as indicated in a certificate questionnaire substantially in the form of Exhibit B to the Terms and Conditions, certificates representing the Shares and Warrants purchased by the Investor, respectively, will be registered in the Investor’s name and address as set forth below.
DEBT CONVERSION AGREEMENTDebt Conversion Agreement • April 22nd, 2010 • Prides Capital Partners, LLC • Services-personal services • Delaware
This Debt Conversion Agreement (the “Agreement”) is made as of April 5, 2010 by and between eDiets.com, Inc., a Delaware corporation (the “Company”), and Kevin A. Richardson, II (the “Debt Holder”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 12th, 2005 • Prides Capital Partners, LLC • New York
This Registration Rights Agreement (this "Agreement") is made this 5th day of December 2005, by Ameritrans Capital Corporation, a Delaware corporation (the "Company") and the undersigned (the "Purchaser").
FLORIDA GAMING CORPORATION STOCKHOLDERS AGREEMENT June 15, 2007 FLORIDA GAMING CORPORATION STOCKHOLDERS AGREEMENTStockholders Agreement • June 22nd, 2007 • Prides Capital Partners, LLC • Services-miscellaneous amusement & recreation • Delaware
This Stockholders Agreement (the "Agreement") is made as of June 15, 2007, by and among Florida Gaming Corporation, a Delaware corporation (the "Company"), and Prides Capital Fund I, L.P. (the "Investor")
AMENDMENT NO. 2 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 22nd, 2010 • Prides Capital Partners, LLC • Services-personal services
This Amendment No. 2 (the “Amendment No. 2”) is made as of April 5, 2010 to that certain Registration Rights Agreement (the “Agreement”) dated as of June 23, 2009, as amended by Amendment No. 1 thereto dated as of September 8, 2009, between eDiets.com, Inc., a Delaware corporation (the “Company”), the Investors named therein and Prides Capital Fund I, L.P. (“Prides”). Capitalized terms not otherwise defined in this Amendment No. 2 have the meanings provided in the Agreement.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 24th, 2006 • Prides Capital Partners, LLC • Functions related to depository banking, nec • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of April 18, 2006, is among QC HOLDINGS, INC., a Kansas corporation (the “Company”), DON EARLY (“Early”) and PRIDES CAPITAL FUND I, LP, a Delaware limited partnership (“Prides”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 24th, 2006 • Prides Capital Partners, LLC • Functions related to depository banking, nec • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) dated as of April 18, 2006, is between DON EARLY (“Seller”) and PRIDES CAPITAL FUND I, LP, a Delaware limited partnership (“Prides”).
DEBT CONVERSION AGREEMENTDebt Conversion Agreement • April 22nd, 2010 • Prides Capital Partners, LLC • Services-personal services • Delaware
This Debt Conversion Agreement (the “Agreement”) is made as of April 5, 2010 by and between eDiets.com, Inc., a Delaware corporation (the “Company”), and Prides Capital Fund I, L.P. (the “Debt Holder”).
PURCHASE AGREEMENTPurchase Agreement • December 2nd, 2010 • Prides Capital Partners, LLC • New York
PURCHASE AGREEMENT, dated as of December 1, 2010 between Prides Capital Fund I, L.P. a Delaware limited partnership (the “Seller”), and Infinity Capital Partners, L.P., a Delaware limited partnership (the “Purchaser,” and together with the Seller, the “Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 3rd, 2008 • Prides Capital Partners, LLC • Services-personal services • Delaware
This Registration Rights Agreement (the “Agreement”) is made as of the date set forth below between eDiets.com, Inc., a Delaware corporation (the “Company”), and Prides Capital Fund I, L.P. (“Holder”).
SECURITIES SUBSCRIPTION AND PURCHASE AGREEMENTSecurities Subscription and Purchase Agreement • April 22nd, 2010 • Prides Capital Partners, LLC • Services-personal services • Delaware
SUBSCRIPTION AGREEMENTSubscription Agreement • November 13th, 2006 • Prides Capital Partners, LLC • Refuse systems • Delaware
This SUBSCRIPTION AGREEMENT, dated as of November 8, 2006 (the “Agreement”), by and among Waste Services, Inc. (the “Company”), a corporation incorporated under the laws of the State of Delaware, and the persons listed on Annex A hereto (each individually an “Investor” and together the “Investors”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 19th, 2006 • Prides Capital Partners, LLC • Services-personal services • Delaware
Please confirm that the foregoing correctly sets forth the agreement between us by signing in the space provided below for that purpose.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 21st, 2005 • Prides Capital Partners, LLC • Services-educational services
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 12, 2005 among Whitney Information Network, Inc. (the “Company”), Russell A. Whitney (“Whitney”) and the Persons identified as “Holders” on the signature page hereto (each such Person is a “Holder” and all such purchasers are, collectively, the “Holders”).
JOINT FILING AGREEMENTJoint Filing Agreement • June 17th, 2010 • Prides Capital Partners, LLC • Services-personal services
The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party.
JOINT FILING AGREEMENTJoint Filing Agreement • April 30th, 2010 • Prides Capital Partners, LLC • Services-educational services
The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 20th, 2006 • Prides Capital Partners, LLC • Services-personal services • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) dated as of June 13, 2006, is between CIARAN G. MCCOURT (“Seller”) and PRIDES CAPITAL FUND I, LP, a Delaware limited partnership (“Prides”).
FLORIDA GAMING CORPORATION STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • June 22nd, 2007 • Prides Capital Partners, LLC • Services-miscellaneous amusement & recreation • Delaware
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2011 • Prides Capital Partners, LLC • Services-personal services
The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party.
Exhibit B JOINT FILING UNDERTAKINGPrides Capital Partners, LLC • March 23rd, 2006 • Services-computer processing & data preparation
The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Amendment No. 7 to the Statement on Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Amendment No. 7 jointly on behalf of each such party.
Purchase and Sale AgreementAssignment Agreement • June 14th, 2007 • Prides Capital Partners, LLC • Services-educational services • New York
This purchase and sale agreement (including all schedules hereto, the “Purchase Agreement”) will confirm that Bear, Stearns & Co. Inc. (the “Seller”) will sell, and Prides Capital Fund I, L.P. (the “Purchaser”) will purchase 6,000 shares of Series B-1 Cumulative Convertible Preferred Stock, par value $0.01 per share (the “Shares”) of The Princeton Review, Inc. (the “Issuer”) and that the Purchaser will assume all of the rights and obligations of the Seller pursuant to the Agreement (as defined below), including the Fletcher Rights (as defined in the Agreement), on June 8, 2007 (the “Trade Date”), for an aggregate consideration of $13,796,100.00 (the “Purchase Price”). The Purchase Price will be paid by the Purchaser to the Seller against delivery of the Shares with a stock power to the Purchaser, this Purchase Agreement and the Assignment Agreement (as defined below).
EXECUTION COPYAgreement • July 24th, 2007 • Prides Capital Partners, LLC • Services-educational services • New York
AGREEMENT (this “Agreement”) entered into this 23rd day of July, 2007, between The Princeton Review, Inc., a Delaware corporation (the “Company”), and John Katzman (“Katzman”), a stockholder of the Company (both being sometimes referred to herein collectively as the “Parties” and each as a “Party”).
JOINT FILING UNDERTAKINGJoint Filing Undertaking • July 24th, 2007 • Prides Capital Partners, LLC • Services-educational services
The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party.
