Irvine Sensors Corp/De/ Sample Contracts

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Irvine Sensors Corp/De/ • April 12th, 2001 • Semiconductors & related devices • New York
ARTICLE I. DEFINITIONS
Securities Purchase Agreement • June 27th, 2002 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York
RECITALS
Lease • December 29th, 2000 • Irvine Sensors Corp/De/ • Semiconductors & related devices
RECITALS:
Indemnification Agreement • December 29th, 2000 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware
SEE SCHEDULE
Irvine Sensors Corp/De/ • December 31st, 2001 • Semiconductors & related devices
ITEM NO SUPPLIES/SERVICES MAX UNIT UNIT PRICE MAX AMOUNT QUANTITY
Irvine Sensors Corp/De/ • December 31st, 2001 • Semiconductors & related devices
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 23rd, 2004 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 18, 2004, among Irvine Sensors Corporation, a Delaware corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).

IRVINE SENSORS CORPORATION LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • January 5th, 2006 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California

This LOAN AND SECURITY AGREEMENT is entered into as of December 30, 2005, by and between Square 1 Bank (“Bank”) and IRVINE SENSORS CORPORATION (“Borrower”).

June 4, 2001
Irvine Sensors Corp/De/ • June 28th, 2001 • Semiconductors & related devices • New York
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 23rd, 2004 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 18, 2004, by and among Irvine Sensors Corporation, a Delaware corporation (the “Company”), and the investors signatory hereto (each an “Investor” and collectively, the “Investors”).

NEITHER THIS WARRANT NOR THE SECURITIES FOR WHICH THIS WARRANT IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...
Irvine Sensors Corp/De/ • January 5th, 2006 • Semiconductors & related devices

Irvine Sensors Corporation, a Delaware corporation (the “Company”), hereby certifies that, for value received, [NAME OF HOLDER] or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of [WARRANT SHARES] shares of common stock, $0.01 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $3.10 per share (as adjusted from time to time as provided in Section 9, the “Exercise Price”), at any time and from time to time from and after the date hereof and through and including the date that is four years from the date of issuance hereof (the “Expiration Date”), and subject to the following terms and conditions. This Warrant (this “Warrant”) is one of a series of similar Warrants issued pursuant to that certain Securities Purchase Agreement, dated as of December 30, 2005, by and among the Company and the Purchasers identified therein (the “Pur

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 23rd, 2003 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 23, 2003, among Irvine Sensors Corporation, a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (each a “Purchaser” and collectively the “Purchasers”); and

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 23rd, 2003 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 23, 2003, by and among Irvine Sensors Corporation, a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).

COMMON STOCK PURCHASE WARRANT ISC8 INC.
Isc8 Inc. /De • May 9th, 2013 • Semiconductors & related devices • Delaware

THIS IS TO CERTIFY THAT J.P. Turner Partners, L.P., or registered assigns (the “Holder”), is entitled, during the Exercise Period (as hereinafter defined), to purchase from ISC8 Inc., a Delaware corporation (the “Company”), the Warrant Stock (as hereinafter defined), in whole or in part, at a purchase price of $0.09 per share, all on and subject to the terms and conditions hereinafter set forth. This Warrant is part of an offering (the “Offering”) of senior unsecured convertible notes and common stock, par value $0.01 per share, by the Company and J.P. Turner & Company, LLC, as placement agent, in accordance with the terms and conditions set forth in the Company’s Confidential Private Placement Memorandum, dated April 1, 2013 and as amended or supplemented from time to time (the “PPM”). Capitalized terms used without definition in this Warrant shall have the respective meanings ascribed to them in the PPM.

SUBSCRIPTION AGREEMENT Irvine Sensors Corporation Units to Purchase Common Stock and Warrants
Subscription Agreement • May 7th, 2003 • Irvine Sensors Corp/De/ • Semiconductors & related devices • California

THIS SUBSCRIPTION AGREEMENT (the “Agreement”) by and between Irvine Sensors Corporation, a Delaware corporation (the “Company”) and the undersigned purchaser (the “Purchaser”), is made as of the date of acceptance by the Company of the terms hereof

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 3rd, 2007 • Irvine Sensors Corp/De/ • Semiconductors & related devices

This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 29, 2006, among Irvine Sensors Corporation, a corporation incorporated pursuant to the laws of the State of Delaware (the “Company”), and the purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).

Warrant No. [WARRANT NO.] Dated: December 30, 2005
Irvine Sensors Corp/De/ • January 5th, 2006 • Semiconductors & related devices

Irvine Sensors Corporation, a Delaware corporation (the “Company”), hereby certifies that, for value received, [NAME OF HOLDER] or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of [WARRANT SHARES] shares of common stock, $0.01 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $3.10 per share (as adjusted from time to time as provided in Section 9, the “Exercise Price”), at any time and from time to time from and after the date hereof and through and including the date that is four years from the date of issuance hereof (the “Expiration Date”), and subject to the following terms and conditions. This Warrant (this “Warrant”) is one of a series of similar Warrants issued pursuant to that certain Securities Purchase Agreement, dated as of December 30, 2005, by and among the Company and the Purchasers identified therein (the “Pur

INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 29th, 2010 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware

THIS AGREEMENT is made as of December 27, 2010, by and among Irvine Sensors Corporation, a Delaware corporation (the “Company”) and [_____] (the “Indemnitee”), a director of the Company.

WARRANT TO PURCHASE COMMON STOCK
Irvine Sensors Corp/De/ • January 15th, 2004 • Semiconductors & related devices • California

THIS WARRANT CERTIFIES THAT for value received, «Investor» or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from Irvine Sensors Corporation, a Delaware corporation (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of the Company, at the Warrant Price per Share referenced above. The Warrant Price and the number of shares purchasable upon exercise of this Warrant referenced above are subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Stock Purchase Agreement dated as of December «SPA_Date», 2003, by and between the Company and purchasers thereto (the “Stock Purchase Agreement”) whereby the Holder purchased shares of the Company’s Common Stock. The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.

SECURITY AGREEMENT
Security Agreement • February 21st, 2006 • Irvine Sensors Corp/De/ • Semiconductors & related devices • New York

This SECURITY AGREEMENT, dated as of December 30, 2005 (the “Agreement”) is by and among Irvine Sensors Corporation., a corporation duly organized and validly existing under the laws of the State of Delaware (the “Company”), the Purchasers identified on the signature pages hereto (each, a “Purchaser” and collectively, the “Purchasers”) and Pequot Private Equity Fund III, L.P., as agent for the Purchasers (in such capacity, together with its successors in such capacity, the “Agent”).

WARRANT
Warrant • November 5th, 2013 • Isc8 Inc. /De • Services-computer integrated systems design • California

THIS WARRANT ("WARRANT") AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE PLEDGED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

IRVINE SENSORS CORPORATION NON-INCENTIVE STOCK OPTION AGREEMENT BETWEEN THE COMPANY AND BILL JOLL
Irvine Sensors Corporation Non-Incentive Stock Option Agreement • February 16th, 2011 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware

This NON-INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) is made this 24th day of December, 2010, by and between Irvine Sensors Corporation, a Delaware corporation (the “Company”) and Bill Joll, an individual resident of Irvine, California (“Optionee”).

IRVINE SENSORS CORPORATION FORM OF NON-INCENTIVE STOCK OPTION AGREEMENT
Non-Incentive Stock Option Agreement • March 15th, 2011 • Irvine Sensors Corp/De/ • Semiconductors & related devices • Delaware

This NON-INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) is made this _____ day of _____, _____, by and between Irvine Sensors Corporation, a Delaware corporation (the “Company”) and _____, an individual resident of _____, _____ (“Optionee”).

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