REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 14th, 2015 • Cachet Financial Solutions, Inc. • Blank checks • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 12, 2015 (the “Effective Date”), by and between CACHET FINANCIAL SOLUTIONS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT CACHET FINANCIAL SOLUTIONS, INC.Common Stock Purchase Warrant • July 15th, 2016 • Cachet Financial Solutions, Inc. • Blank checks • Minnesota
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the $360,000.00 convertible promissory note issued to the Holder (as defined below) of even date herewith (the “Note”)), James L. Davis (including any permitted and registered assigns, 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 of issuance hereof, to purchase from Cachet Financial Solutions, Inc., a Delaware corporation (the ”Company”), up to 300,000 shares of Common Stock (as defined below) (the “Warrant Shares”) (subject to adjustment for forward or reverse stock splits) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the Issuance Date in connection with that certain convertible promissory note (the “Convertible Promissory Note”) dated the date hereof issued by the Company to Holder.
UNDERWRITING AGREEMENTUnderwriting Agreement • September 20th, 2016 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • New York
The undersigned, CACHET FINANCIAL SOLUTIONS, INC. (the “Company”), a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, Cachet Financial Solutions Inc., a Minnesota corporation, and all other entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of the Company), hereby confirms its agreement (this “Agreement”) with the several underwriters named in Schedule I hereto (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) for which LADENBURG THALMANN & CO. INC. is acting as representative to the Underwriters (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
PURCHASE AGREEMENTPurchase Agreement • October 14th, 2015 • Cachet Financial Solutions, Inc. • Blank checks • Illinois
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of October 12, 2015 (the “Effective Date”) by and between CACHET FINANCIAL SOLUTIONS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 14th, 2016 • Cachet Financial Solutions, Inc. • Blank checks • Minnesota
This Securities Purchase Agreement (this “Agreement”) is dated as of February 24, 2016, by and among Cachet Financial Solutions, Inc., a Delaware corporation (the “Company”), and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 27th, 2016 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 12, 2016, by and between CACHET FINANCIAL SOLUTIONS, INC., a Delaware corporation, with headquarters located at 18671 Lake Drive East, Southwest Tech Center A, Minneapolis, MN 55317 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the “Buyer”).
UNDERWRITING AGREEMENTUnderwriting Agreement • October 7th, 2016 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • New York
The undersigned, CACHET FINANCIAL SOLUTIONS, INC. (the “Company”), a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, Cachet Financial Solutions Inc., a Minnesota corporation, and all other entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of the Company), hereby confirms its agreement (this “Agreement”) with the several underwriters named in Schedule I hereto (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) for which LADENBURG THALMANN & CO. INC. is acting as representative to the Underwriters (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
Cachet Financial Solutions, Inc. [____________] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 7th, 2017 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • New York
CACHET FINANCIAL SOLUTIONS, INC. REPRESENTATIVE’S WARRANT 28,000 shares of Common Stock March 15, 2017Cachet Financial Solutions, Inc. • March 21st, 2017 • Telegraph & other message communications • Nevada
This REPRESENTATIVE’S WARRANT (this “Warrant”) of Cachet Financial Solutions, Inc., a corporation duly organized and validly existing under the laws of the State of Delaware (the “Company”), is being issued pursuant to that certain Underwriting Agreement, dated as of March 10, 2017 (the “Underwriting Agreement”), by and among the Company and Lake Street Capital Markets, LLC, as the representative of the underwriters named therein (the “Representative”) relating to a firm commitment public offering (the “Offering”) of common stock, $0.0001 par value per share, of the Company (the “Common Stock”), and warrants to the purchase Common Stock underwritten by the Representative and the underwriters named in the Underwriting Agreement.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 25th, 2011 • DE Acquisition 2, Inc. • Blank checks • Minnesota
This Agreement (the “Agreement”) is made as of the 19th day of January, 2011 by and among DE Acquisition 2, Inc., a Delaware corporation having its offices at 6046 FM 2920, Suite 619, Spring, Texas 77379 (the “Company”), and those certain purchasers listed on Schedule 1 hereto (the “Purchasers”).
●] Shares Cachet Financial Solutions, Inc. Common Stock PURCHASE AGREEMENTCommon Stock • July 2nd, 2014 • Cachet Financial Solutions, Inc. • Blank checks • New York
Cachet Financial Solutions, Inc. 2,333,334 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 13th, 2017 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • New York
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 7th, 2015 • Cachet Financial Solutions, Inc. • Blank checks • Minnesota
THIS EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made and entered into effective January 5, 2015, by and between Cachet Financial Solutions, Inc., a corporation duly organized and existing under the laws of the State of Minnesota, with a place of business at 18671 Lake Drive East, Chanhassen, Minnesota 55317 (hereinafter referred to as the "Company"), and Bruce Whitmore, a resident of the state of Minnesota (hereinafter referred to as "Executive").
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 24th, 2017 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • Minnesota
THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into effective February 21, 2017, by and between Cachet Financial Solutions, Inc., a corporation duly organized and existing under the laws of the State of Minnesota, with a place of business at 18671 Lake Drive East, Chanhassen, Minnesota 55317 (hereinafter referred to as the “Company”), and Bryan Meier, a resident of the state of Minnesota (hereinafter referred to as “Executive”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 9th, 2016 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • Minnesota
This Securities Purchase Agreement (this “Agreement”) is dated as of October 21, 2016 and November 3, 2016, by and among Cachet Financial Solutions, Inc., a Delaware corporation (the “Company”), the parties indicated as Purchasers on Schedule I attached hereto and on one or more counterpart signature pages hereof, and the parties that may become parties to this Agreement in accordance with Section 5.1 of this Agreement (each of the parties indicated as Purchasers on Schedule I attached hereto and on one or more counterpart signature pages hereof and the parties that may become parties to this Agreement in accordance with Section 5.1 of this Agreement is a “Purchaser,” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 5th, 2017 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • Minnesota
This Securities Purchase Agreement (this “Agreement”) is dated as of October 21, 2016, November 3, 2016, November 16, 2016, December 5, 2016, December 12, 2016, December 16, 2016, December 22, 2016 and January 4, 2017, by and among Cachet Financial Solutions, Inc., a Delaware corporation (the “Company”), the parties indicated as Purchasers on Schedule I attached hereto and on one or more counterpart signature pages hereof, and the parties that may become parties to this Agreement in accordance with Section 5.1 of this Agreement (each of the parties indicated as Purchasers on Schedule I attached hereto and on one or more counterpart signature pages hereof and the parties that may become parties to this Agreement in accordance with Section 5.1 of this Agreement is a “Purchaser,” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 16th, 2016 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • Minnesota
This Securities Purchase Agreement (this “Agreement”) is dated as of August 11, 2016, by and among Cachet Financial Solutions, Inc., a Delaware corporation (the “Company”), and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collectively the “Purchasers”).
CONVERTIBLE PROMISSORY NOTECachet Financial Solutions, Inc. • July 15th, 2016 • Blank checks • Minnesota
THIS CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued convertible note of Cachet Financial Solutions, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 18671 Lake Drive East, Southwest Tech Center A, Minneapolis, MN 55317 (the “Note”).
WARRANT TO PURCHASE COMMON STOCKCachet Financial Solutions, Inc. • January 30th, 2017 • Telegraph & other message communications • Minnesota
This Certifies That, for value received, James L. Davis (including any permitted and registered assigns, the “Holder”), is entitled to purchase from Cachet Financial Solutions, Inc., a Delaware corporation (the “Company”), up to 43,055 shares of Common Stock (the “Warrant Shares”) at the Exercise Price then in effect.
NON-QUALIFIED STOCK OPTION AGREEMENT OUTSIDE 2014 STOCK INCENTIVE PLANCachet Financial Solutions • December 19th, 2014 • Cachet Financial Solutions, Inc. • Blank checks • Minnesota
THIS STOCK OPTION AGREEMENT is entered into by and between Cachet Financial Solutions Inc., a Minnesota corporation (the "Company"), and ____________ (the "Optionee").
REPURCHASE AGREEMENTRepurchase Agreement • January 25th, 2011 • DE Acquisition 2, Inc. • Blank checks • Minnesota
This Agreement (the “Agreement”) is made as of the 19th day of January, 2011 by and among DE Acquisition 2, Inc., a Delaware corporation having its offices at 6046 FM 2920, Suite 619, Spring, Texas 77379 (the “Company”) and Ruth Shepley (“Seller”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 7th, 2016 • Cachet Financial Solutions, Inc. • Blank checks • Minnesota
This Securities Purchase Agreement (this “Agreement”) is dated as of June 1, 2016, by and among Cachet Financial Solutions, Inc., a Delaware corporation (the “Company”), and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collectively the “Purchasers”).
MUTUAL TERMINATION AND RELEASE AGREEMENTMutual Termination and Release Agreement • July 1st, 2016 • Cachet Financial Solutions, Inc. • Blank checks • Illinois
THIS MUTUAL TERMINATION AND RELEASE AGREEMENT (the “Agreement”), is dated as of July 1, 2016 (the “Effective Date”), by and between CACHET FINANCIAL SOLUTIONS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 5th, 2015 • Cachet Financial Solutions, Inc. • Blank checks • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of June 3, 2015, by and among Cachet Financial Solutions, Inc., a Delaware corporation (the “Company”), and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collectively the “Purchasers”).
Cachet Financial Solutions, Inc. 18671 Lake Drive E. Southwest Tech Center A Minneapolis, MN 55317 March 31, 2016Cachet Financial Solutions, Inc. • April 14th, 2016 • Blank checks • New York
In connection with the Securities Purchase Agreement dated as of March 31, 2016 amongst Cachet Financial Solutions, Inc. (the “Company”) and Aracle SPF IV, LLC (the “Investor”) and the other purchasers party thereto, we hereby acknowledge the following:
AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks • New York
IMPERIUM SPECIAL FINANCE FUND, LP ( "Lender") and CACHET FINANCIAL SOLUTIONS, INC., a Minnesota corporation ("Borrower"), have previously entered into certain financing arrangements pursuant to which Lender has heretofore made and provided a Term Loan to Borrower in the original principal amount of $1,500,000 (the "Original Term Loan"), as set forth in the Loan and Security Agreement, dated as of October 26, 2012, by and between Borrower and Lender (as the same now exists or may hereafter be amended, modified, supplemented, extended, renewed, restated or replaced, the "Loan Agreement"), and all other Loan Documents (as defined in the Loan Agreement) referred to therein or at any time executed and/or delivered in connection therewith or related thereto, including, but not limited to, this Amendment No.1 to Loan and Security Agreement (this "Amendment").
ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENTAssignment and Assumption Of • February 12th, 2014 • DE Acquisition 2, Inc. • Blank checks
THIS ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT, dated as of February 11, 2014 (the “Effective Date”), is by and among Cachet Financial Solutions Inc., a Minnesota corporation (the “Company”), DE Acquisition 2, Inc., a Delaware corporation and a public reporting company under the Securities Exchange Act of 1934 (“Pubco”), and ________________, an executive officer of the Company (“Executive”).
LETTER AGREEMENTLetter Agreement • June 25th, 2014 • Cachet Financial Solutions, Inc. • Blank checks
Lease AgreementLease Agreement • July 20th, 2016 • Cachet Financial Solutions, Inc. • Blank checks
This Lease Agreement is made as of this 11th day of February, 2015 (the “Effective Date”) by and between Cachet Financial Solutions Inc., with an office at 18671 Lake Drive East, Minneapolis, Minnesota 55317 (“Lessee”) and James Leroy Davis, with its principal place of business located at 6446 Flying Cloud Drive, Eden Prairie, MN 55344 (“Lessor”) (together “Parties”).
Amendment #2 to Term NoteCachet Financial Solutions, Inc. • May 15th, 2015 • Blank checks
WHEREAS, Cachet Financial Solutions Inc., a Minnesota corporation (“Company” or “Borrower”), and The Margaret De Jonge Trust (“Lender”) (collectively “Parties”) entered into a Term Note for $613,808, effective December 14, 2012 (the "Agreement"); and
Equity Exchange AgreementEquity Exchange Agreement • October 8th, 2015 • Cachet Financial Solutions, Inc. • Blank checks
WHEREAS, in consideration of Michael Hanson surrendering or returning a total of 382,809 shares of common stock to the Company, the Board deems it advisable to issue Michael Hanson a warrant to purchase 756,618 shares of the Company’s common stock with an exercise price of $1.35 and be 100% vested on the grant date and have a 5 year term from the grant date to exercise such options. ;
Letter AgreementLetter Agreement • April 14th, 2016 • Cachet Financial Solutions, Inc. • Blank checks
Michael J. Hanson hereby agrees to amend the final sentence of paragraph (a) of the “BORROWING AND REPAYMENT” section of the LOC Note to read as follows: “Cachet Financial Solutions, Inc. agrees to make interest only payments on June 30, 2016, September 30, 2016 and December 31, 2016. The interest only payment is for interest that accrues on the principal balance from February 1, 2016 to date of payment. The outstanding principal and accrued interest balance of the Note shall be due and payable in full on January 31, 2017 (“Maturity Date”).”
Letter AgreementLetter Agreement • April 14th, 2016 • Cachet Financial Solutions, Inc. • Blank checks
Michael J. Hanson hereby agrees to amend the first sentence of section 3 Payments, to read as follows: “The Principal Amount of this Note and any sums owed hereunder, shall be due and payable at the close of business on January 11, 2017.”
SETTLEMENT AGREEMENT AND FULL RELEASESettlement Agreement and Full Release • December 27th, 2016 • Cachet Financial Solutions, Inc. • Telegraph & other message communications • Minnesota
THIS SETTLEMENT AGREEMENT AND FULL RELEASE (“Agreement”) is entered into as of this 21st day of December, 2016, is entered into by and among between Cachet Financial Solutions, Inc. (“Cachet”) and Trooien Capital (“Trooien”). (Both parties may be referred to collectively hereinafter as “Parties” and individually as “Party”)
Addendum #1 to Commitment LetterCachet Financial Solutions, Inc. • February 18th, 2015 • Blank checks
WHEREAS, Cachet Financial Solutions, Inc. (“Borrower”) and Jim Davis and Mike Hanson (“Lenders”) (collectively “Parties”) entered into a Commitment Letter, effective July 30th, 2014 (the “Agreement”); and
