Exhibit 10.46 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of December 11, 2006, by and among Midnight Holdings Group, Inc., a Delaware corporation, with headquarters located at 22600 Hall Road, Suite 205,...Securities Purchase Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
Exhibit 10.42 SECURITY AGREEMENT SECURITY AGREEMENT (this "AGREEMENT"), dated as of November 14, 2006, by and among Midnight Holdings Group, Inc., a Delaware corporation ("COMPANY"), and the secured parties signatory hereto and their respective...Security Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
Exhibit 4.4 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JULY 5,...Midnight Holdings Group Inc • March 28th, 2007 • Services-automotive repair, services & parking • New York
i) "INVESTORS" means the Initial Investors and any transferee or assignee who agrees to become bound by the provisions of this Agreement in accordance with Section 9 hereof.Registration Rights Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
Exhibit 4.13 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MARCH 13,...Midnight Holdings Group Inc • March 28th, 2007 • Services-automotive repair, services & parking • New York
Exhibit 10.36 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of October 16, 2006, by and among Midnight Holdings Group, Inc., a Delaware corporation, with headquarters located at 22600 Hall Road, Suite 205,...Securities Purchase Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
Exhibit 10.69 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of March 13, 2007, by and among Midnight Holdings Group, Inc., a Delaware corporation, with headquarters located at 22600 Hall Road, Suite 205,...Securities Purchase Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
Exhibit 10.44 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of November 14 and among Midnight Holdings Group, Inc., a Delaware corporation with its headquarters located at 22600 Hall Road, Suite 205, Clinton...Registration Rights Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
Exhibit 10.37 SECURITY AGREEMENT SECURITY AGREEMENT (this "AGREEMENT"), dated as of October 16, 2006, by and among Midnight Holdings Group, Inc., a Delaware corporation ("COMPANY"), and the secured parties signatory hereto and their respective...Security Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
Exhibit 10.48 INTELLECTUAL PROPERTY SECURITY AGREEMENT INTELLECTUAL PROPERTY SECURITY AGREEMENT (this "AGREEMENT" dated as of December 11, 2006, by and among Midnight Holdings Group, Inc., a Delaware corporation (the "COMPANY"), and the secured...Intellectual Property Security Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
Exhibit 10.60 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of February 13, 2007, and among Midnight Holdings Group, Inc., a Delaware corporation with its headquarters located at 22600 Hall Road, Suite 205,...Registration Rights Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
Exhibit 4.12 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF FEBRUARY...Exercise Agreement • March 28th, 2007 • Midnight Holdings Group Inc • Services-automotive repair, services & parking • New York
