PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • November 19th, 2012 • Plures Technologies, Inc./De • Semiconductors & related devices • New York
THIS PLEDGE AND SECURITY AGREEMENT is made as of the ___ day of October 2012 by each of Plures Technologies, Inc., a Delaware corporation (the “Company” or “Parent”), its wholly owned subsidiary, Plures Holdings, Inc., a Delaware corporation (“Plures Holdings”), Advanced Microsensors Corporation, a New York corporation (“AMS”), and Magnetic Sense, Inc., a Delaware corporation (“MSI” and, together with Plures Holdings and AMS, the “Subsidiaries” and the Subsidiaries, together with the Company are each, hereinafter referred to as a “Debtor” and collectively, the “Debtors”), in favor of RENN Capital Group Inc. or its successor as secured party and as collateral agent (“Collateral Agent”) on behalf of itself and other lenders as secured parties as listed on Schedule A hereto as may be amended from time to time to reflect additional investors or assignees (each, a “Secured Parties”).
GUARANTY AGREEMENTGuaranty Agreement • November 19th, 2012 • Plures Technologies, Inc./De • Semiconductors & related devices • New York
THIS GUARANTY AGREEMENT (“Guaranty”) is made October 15, 2012 jointly and severally by each of Plures Holdings, Inc., a Delaware corporation (“Plures Holdings”), Advanced Microsensors Corporation, a New York corporation (“AMS”), and Magnetic Sense, Inc., a Delaware corporation (each, hereinafter referred to as a “Guarantor” and collectively each other Guarantor, the “Guarantors”), in favor of RENN Capital Group Inc., as collateral agent or its successor (“Agent”) on behalf certain lenders (each, a “Lender”) as set forth on Schedule A hereto (the “Lender Group”), acquired and was issued 2% Secured Convertible Promissory Notes (as modified or expanded or existing from time to time, the “Note”) from Plures Technologies, Inc., a Delaware corporation (the “Company”), pursuant to that Securities Purchase Agreement dated as of October 15, 2012 (as may be amended from time to time or expanded to include additional Lenders, the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 19th, 2012 • Plures Technologies, Inc./De • Semiconductors & related devices • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), is dated as of October 15, 2012 (the “Effective Date”), by and among Plures Technologies, Inc., a publicly reporting corporation organized under the laws of the State of Delaware (the “Borrower” or “Company”), the subscribers identified on the signature page hereto as listed on Schedule A annexed hereto (each a “Subscriber” and collectively “Subscribers”) and RENN Capital Group, Inc., as collateral agent for the Subscribers.
