Trunity HOLDINGS, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • July 25th, 2013 • Pan-African Investment Company, LLC • Communications equipment, nec • New York
This Subscription Agreement (“Agreement”) is entered into as of the 28th day of May, 2013, by and between Trunity Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned investor (“Investor”).
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • July 25th, 2013 • Pan-African Investment Company, LLC • Communications equipment, nec • New York
THIS INVESTORS’ RIGHTS AGREEMENT is made as of the 5th day of June, 2013, by and among Trunity Holdings, Inc., a Delaware corporation (the “Company”) and each of the investors listed on Schedule A hereto.
VOTING AGREEMENTVoting Agreement • July 25th, 2013 • Pan-African Investment Company, LLC • Communications equipment, nec • New York
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of this 5th day of June, 2013, by and among Trunity Holdings, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto (the “Investors”) and those certain stockholders of the Company listed on Schedule B (together with any subsequent stockholders or any transferees, who become parties hereto as “Key Holders” pursuant to Section 5.2, the “Key Holders”, and together with the Investors, collectively the “Stockholders”).
TRUNITY HOLDINGS, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 25th, 2013 • Pan-African Investment Company, LLC • Communications equipment, nec • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of June 5, 2013 by and between Trunity Holdings, Inc., a Delaware corporation (the “Company”), and Pan-African Investment Company, LLC, a Delaware limited liability company (together with any permitted transferee, the “Purchaser”) and party to that certain Subscription Agreement by and between the Company and the Purchaser, dated as of an even date herewith (the “Subscription Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Subscription Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • July 25th, 2013 • Pan-African Investment Company, LLC • Communications equipment, nec
The undersigned hereby agree that the statement on Schedule 13D, dated July 25, 2013 (the “Schedule 13D”), with respect to the common stock, par value $0.001 per share, of Trunity Holdings, Inc., a Delaware corporation, is, and any amendments thereto executed by each of us shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, as amended, and that this Agreement shall be included as an exhibit to the Schedule 13D and each such amendment. Each of the undersigned agrees to be responsible for the timely filing of the Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning itself contained therein. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
