BUSINESS FINANCING AGREEMENTBusiness Financing Agreement • August 1st, 2017 • Glowpoint, Inc. • Telephone communications (no radiotelephone) • California
This BUSINESS FINANCING AGREEMENT, dated as of July 31, 2017 (the “Closing Date”), is made and entered into between WESTERN ALLIANCE BANK, AN ARIZONA CORPORATION (“Lender”), GLOWPOINT, INC., a Delaware corporation (“Glowpoint”), and GP COMMUNICATIONS, LLC, a Delaware limited liability company (“GP Communications” and together with Glowpoint, individually and collectively, jointly and severally, “Borrower”) on the following terms and conditions:
WARRANT TO PURCHASE SHARES OF COMMON STOCKGlowpoint, Inc. • August 1st, 2017 • Telephone communications (no radiotelephone) • Delaware
This certifies that, for value received, Super G Capital, LLC, with a mailing address at 23 Corporate Plaza, Suite 100, Newport Beach, California 92660 (“Holder”), is entitled to subscribe for certain shares of the Common Stock (as defined below) of Glowpoint, Inc., a Delaware corporation, with its principal offices at 1776 Lincoln Street, Suite 1300, Denver, Colorado 80203 (the “Company”), in the amount determined under Section 3 hereto as may be adjusted from time to time as provided elsewhere herein.
REDEMPTION AGREEMENT July 27, 2017Redemption Agreement • August 1st, 2017 • Glowpoint, Inc. • Telephone communications (no radiotelephone) • Delaware
This Redemption Agreement (this “Agreement”) is entered into by and among Glowpoint, Inc., a Delaware corporation (the “Company”), Main Street Equity Interests, Inc., a Delaware corporation (“MSEI”), Main Street Mezzanine Fund, LP, a Delaware limited partnership (“MSMF”), and Main Street Capital II, LP, a Delaware limited partnership (“MSC,” and together with MSEI and MSMF, the “Main Street Parties”). The Main Street Parties are subsidiaries of Main Street Capital Corporation (“MSCC”).
DUE SENIOR LENDER (DEFINED BELOW) PURSUANT TO THAT DEBT AND LIEN SUBORDINATION AGREEMENT BY AND BETWEEN LENDER AND SENIOR LENDERSubordination Agreement • August 1st, 2017 • Glowpoint, Inc. • Telephone communications (no radiotelephone) • California
This Business Loan and Security Agreement (“Agreement”), dated as of July 31, 2017, is entered into by the Borrower named below and Super G Capital, LLC, a Delaware limited liability company (“Lender”).
NOTE EXCHANGE AGREEMENTNote Exchange Agreement • August 1st, 2017 • Glowpoint, Inc. • Telephone communications (no radiotelephone) • Delaware
This NOTE EXCHANGE AGREEMENT (“Agreement”), is made as of July 31, 2017 (the “Execution Date”), between Glowpoint, Inc., a Delaware corporation (“Company”), and Shareholder Representative Services LLC, solely in its capacity as the Sellers’ Representative for the benefit of the Stockholders (as defined in the Merger Agreement (as defined below)) (“Noteholder”).
Main Street Letterhead] July 21, 2017Loan Agreement • August 1st, 2017 • Glowpoint, Inc. • Telephone communications (no radiotelephone) • Texas
