COMMON STOCK PURCHASE WARRANT VISLINK TECHNOLOGIES, INC.Vislink Technologies, Inc. • February 4th, 2021 • Communications equipment, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [ ] or its 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February [ ], 20261 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vislink Technologies, Inc., a Delaware corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 4th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 3, 2018, between xG Technology, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 4th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 3, 2018, between xG Technology, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
UNDERWRITING AGREEMENT between XG TECHNOLOGY, INC. and AEGIS CAPITAL CORP., and FELTL AND COMPANY, INC. as Representatives of the Several Underwriters XG TECHNOLOGY, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 6th, 2013 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
The undersigned, xG Technology, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of xG Technology, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. and Feltl and Company, Inc. (hereinafter collectively referred to as “you” (including its correlatives) or the “Representatives”) and with the other underwriters named on Schedule 1 hereto for which the Representatives is acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
COMMON STOCK PURCHASE WARRANT XG TECHNOLOGY, Inc.xG TECHNOLOGY, INC. • August 16th, 2017 • Communications equipment, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ______________ or its 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 August 18, 2017 (the “Initial Exercise Date”) and on or prior to the close of business on the fifth (5th)-year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from xG Technology, Inc., a Delaware corporation (the “Company”), up to _________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 23rd, 2017 • xG TECHNOLOGY, INC. • Communications equipment, nec • Illinois
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 19, 2017, by and between xG TECHNOLOGY, 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").
5% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE January 12, 2017xG TECHNOLOGY, INC. • April 18th, 2016 • Communications equipment, nec • New York
THIS 5% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued 5% Senior Secured Convertible Promissory Notes of xG Technology, Inc. (the “Company”), having its principal place of business at 240 S. Pineapple Avenue, Suite 701, Sarasota, FL, 34236, designated as its 5% Senior Secured Convertible Promissory Note due January 12, 2017 (the “Note” and, collectively with the other Notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 18th, 2016 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 12, 2016, between xG Technology, Inc. (the “Company”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
Amended and restated 6% SENIOR SECURED CONVERTIBLE DEBENTURE DUE MaY 29, 2019xG TECHNOLOGY, INC. • October 11th, 2018 • Communications equipment, nec • New York
THIS AMENDED AND RESTATED 6% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Amended and Restated 6% Senior Secured Convertible Debentures of xG Technology, Inc., a Delaware corporation (the “Company”), having its principal place of business at 240 S. Pineapple Avenue, Suite 701 Sarasota, Florida 34236, designated as its 6% Senior Secured Convertible Debenture due May 29, 2019 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
COMMON STOCK PURCHASE WARRANT xg tECHNOLOGY INC.xG TECHNOLOGY, INC. • July 5th, 2016 • Communications equipment, nec • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its 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 Initial Issuance Date and on or prior to the close of business on the [five] year anniversary of the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from xG Technology Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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). This Warrant is one of the Warrants to Purchase Common Stock (the “Registered Warrants”) issued pursuant to (i) that certain Underwriting Agreement, dated as of _____, 2016, by and among the Company and the underwriter(s) referred to th
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 26th, 2015 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 24, 2015, is by and among xG Technology, Inc., a Delaware corporation with headquarters located at 240 S. Pineapple Avenue, Suite 701, Sarasota, FL 34236 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
SECURITY AGREEMENTSecurity Agreement • December 4th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
This SECURITY AGREEMENT, dated as of December 3, 2018 (this “Agreement”), is among xG Technology, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 10% Senior Secured Convertible Debentures due September 30, 2019, in the original aggregate principal amount of $3,684,211 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SERIES ___ COMMON STOCK PURCHASE WARRANT xg technology, INC.xG TECHNOLOGY, INC. • July 13th, 2016 • Communications equipment, nec • New York
THIS SERIES ____ COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its 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 Initial Issuance Date and on or prior to the close of business on the five (5) year anniversary of the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from xG Technology, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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). This Warrant is one of the Warrants to Purchase Common Stock (the “Registered Warrants”) issued pursuant to (i) that certain Underwriting Agreement, dated as of July _____, 2016, by and among the Company and the underwrit
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 4th, 2021 • Vislink Technologies, Inc. • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 4, 2021, between Vislink Technologies, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PURCHASE AGREEMENTPurchase Agreement • May 23rd, 2017 • xG TECHNOLOGY, INC. • Communications equipment, nec • Illinois
PURCHASE AGREEMENT (the “Agreement”), dated as of May 19, 2017, by and between xG TECHNOLOGY, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 4th, 2018 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
SUBSIDIARY GUARANTEE, dated as of December 3, 2018 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between xG Technology, Inc., a Delaware corporation (the “Company”) and the Purchasers.
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 1st, 2020 • Vislink Technologies, Inc. • Communications equipment, nec • Delaware
This Indemnification Agreement (the “Agreement”), dated as of _________ __, 2020, is by and between Vislink Technologies, Inc., a Delaware corporation (the “Company”) and ____________________ (the “Indemnitee”).
VISLINK TECHNOLOGIES, INC. Warrant To Purchase Common StockVislink Technologies, Inc. • February 19th, 2020 • Communications equipment, nec • New York
Vislink Technologies, Inc., a company organized under the laws of Delaware (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [HOLDER], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, at any time or times on or after February 14, 2020 (the “Initial Exercisability Date”), but not after 11:59 p.m., New York time, on the Expiration Date, (as defined below), ______________ (_____________) fully paid non-assessable shares of Common Stock (as defined below), subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the me
Form of Underwriter’s Warrant AgreementxG TECHNOLOGY, INC. • December 20th, 2016 • Communications equipment, nec • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS THREE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
Vislink Technologies, Inc. COMMON STOCK SALES AGREEMENTSales Agreement • May 5th, 2020 • Vislink Technologies, Inc. • Communications equipment, nec • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 18th, 2016 • xG TECHNOLOGY, INC. • Communications equipment, nec
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
INDEMNITY AGREEMENTIndemnity Agreement • March 7th, 2013 • xG TECHNOLOGY, INC. • Communications equipment, nec • Delaware
This INDEMNITY AGREEMENT (the “Agreement”) is dated as of [__] [____] 2013, and is made by and between xG Technology, Inc. a Delaware corporation (the “Company”), and [_____], an officer or director of the Company (the “Indemnitee”).
10% SENIOR SECURED CONVERTIBLE DEBENTURE DUE SEPTEMBER 30, 2019xG TECHNOLOGY, INC. • December 4th, 2018 • Communications equipment, nec • New York
THIS 10% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 10% Senior Secured Convertible Debentures of xG Technology, Inc., a Delaware corporation (the “Company”), having its principal place of business at 240 S. Pineapple Avenue, Suite 701 Sarasota, Florida 34236, designated as its 10% Senior Secured Convertible Debenture due September 30, 2019 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
WARRANT AGREEMENTWarrant Agreement • February 3rd, 2020 • Vislink Technologies, Inc. • Communications equipment, nec • New York
THIS WARRANT AGREEMENT made as of [_____], 2020 (the “Issuance Date”), between Vislink Technologies, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).
Second Amended and Restated 6% SENIOR SECURED CONVERTIBLE DEBENTURE DUE SEPTEMBER 30, 2019xG TECHNOLOGY, INC. • December 4th, 2018 • Communications equipment, nec • New York
THIS SECOND AMENDED AND RESTATED 6% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Second Amended and Restated 6% Senior Secured Convertible Debentures of xG Technology, Inc., a Delaware corporation (the “Company”), having its principal place of business at 240 S. Pineapple Avenue, Suite 701 Sarasota, Florida 34236, designated as its 6% Senior Secured Convertible Debenture due September 30, 2019 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”). This Debenture amends and restates the original 6% Senior Secured Convertible Debenture due May 29, 2019, issued to the Holder on May 29, 2018, as amended and restated on October 9, 2018, by the first Amended and Restated 6% Senior Secured Convertible Debenture due May 29, 2019.
XG TECHNOLOGY, INC. FORM OF WARRANT AGENCY AGREEMENTWarrant Agreement • July 8th, 2013 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) made as of July ___, 2013 (the “Issuance Date”), between xG Technology, Inc., a Delaware corporation, with offices at 240 S. Pineapple Ave., Suite 701, Sarasota, Florida 34236 (“Company”), and Continental Stock Transfer & Trust Co., with offices at 17 Battery Place, 8th Floor, New York, New York 10004 (“Warrant Agent”).
VISLINK TECHNOLOGIES, INC. 2023 OMNIBUS EQUITY INCENTIVE PLAN (Effective August 23, 2023)Vislink Technologies, Inc. • September 6th, 2023 • Communications equipment, nec • Delaware
xG TECHNOLOGY INC. Pre-Funded Series B Warrant To Purchase Common StockxG TECHNOLOGY, INC. • August 4th, 2015 • Communications equipment, nec • New York
xG Technology Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, ______________, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon surrender of this Warrant to purchase Common Stock (as defined below) (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after the Issuance Date (the “Exercisability Date”) and through and including 5:00 P.M., New York City time on ●, 2020 (the “Expiration Date”), ______________ (_____________) fully paid nonassessable shares of Common Stock (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant shall have the meanings set forth in Section 15. This Warr
xG TECHNOLOGY, INC. Warrant To Purchase Common StockxG TECHNOLOGY, INC. • February 12th, 2016 • Communications equipment, nec • New York
xG Technology, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [Buyer], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon exercise of this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after ____________ (the “Initial Exercisability Date”), but not after 5:30 p.m., New York time, on the Expiration Date (as defined below), (subject to adjustment as provided herein) __________ fully paid and non-assessable shares of Common Stock (as defined below) (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant shall have the meanings set forth in Secti
XG TECHNOLOGY, INC. WARRANT AGENCY AGREEMENTWarrant Agency Agreement • December 9th, 2016 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) made as of _______, 2016 (the “Issuance Date”), between xG Technology, Inc., a Delaware corporation, with offices at 240 S. Pineapple Ave., Suite 701, Sarasota, Florida 34236 (“Company”), and Continental Stock Transfer & Trust Co., with offices at 17 Battery Place, 8th Floor, New York, New York 10004 (“Warrant Agent”).
SECURITY AGREEMENTSecurity Agreement • April 18th, 2016 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
This SECURITY AGREEMENT, dated as of April 12, 2016 (this “Agreement”), is among xG Technology, Inc. (the “Company”), all of the Subsidiaries of the Company, which Subsidiaries are set forth on Schedule 1 hereto the Subsidiaries, and together with the Company, collectively the “Debtors”) and the holders of the Company’s 5% Senior Secured Convertible Promissory Notes in the original aggregate principal amount of $500,000 due on January 12, 2017 (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
xG Technology Engineering Services AgreementEngineering Services Agreement • April 3rd, 2013 • xG TECHNOLOGY, INC. • Communications equipment, nec • Florida
THIS AGREEMENT, effective the 24th day of November, 2012, by and between xG Technology, Inc., (“XGT”) doing business at 240 South Pineapple Avenue, Suite 701, Sarasota, Florida 34236, and Tatum Telephone Company, Inc., (hereinafter “Tatum” or “Customer”) doing business at 170 West Sterling Price, Tatum, TX 75691. XGT and Customer are collectively referred to as the “Parties” or each “Party” throughout this Agreement.
xG TECHNOLOGY, INC. [ ] UNITS, EACH UNIT CONSISTING OF ONE SHARE OF COMMON STOCK AND 1.25 OF A WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK UNDERWRITING AGREEMENT [ ], 2016xG TECHNOLOGY, INC. • July 13th, 2016 • Communications equipment, nec • New York
xG Technology, Inc.xG TECHNOLOGY, INC. • August 16th, 2017 • Communications equipment, nec • New York
xG TECHNOLOGY, INC. STOCK OPTION AGREEMENTRestricted Stock Award Agreement • March 7th, 2013 • xG TECHNOLOGY, INC. • Communications equipment, nec • Delaware
Unless the context clearly indicates otherwise, capitalized terms used in this Agreement shall have the meanings assigned to such terms in the Company’s Long-term Incentive Plan of 2013.
