COMMON STOCK PURCHASE WARRANT To Purchase 250,000 Shares of Common Stock of INFORM WORLDWIDE HOLDINGS, INC.Inform Worldwide Holdings Inc • May 2nd, 2008 • Bituminous coal & lignite surface mining
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, PROFESSIONAL OFFSHORE OPPORTUNITY FUND, LTD. (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on April __, 2013, the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Inform Worldwide Holdings, Inc., a Florida corporation (the “Company”), 250,000 shares (the “Warrant Shares”) of Common Stock, no par value, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITY AGREEMENTSecurity Agreement • May 2nd, 2008 • Inform Worldwide Holdings Inc • Bituminous coal & lignite surface mining • New York
SECURITY AGREEMENT, dated as of April 25, 2008 (this “Agreement”), among Inform Worldwide Holdings, Inc. (the “Company”) and all of the Subsidiaries and Affiliates of the Company (the Company and such subsidiaries, and affiliates, the “Guarantors”) (the Company and Guarantors are collectively referred to as the “Debtors”) and the holder or holders of the 12% Notes due October__, 2008 in the original aggregate principal amount of $750,000 (the “Notes”), signatory hereto, their endorsees, transferees and assigns (collectively referred to as, the “Secured Parties”).
SUBSIDIARY AND AFFILIATE GUARANTEESubsidiary and Affiliate Guarantee • May 2nd, 2008 • Inform Worldwide Holdings Inc • Bituminous coal & lignite surface mining • New York
SUBSIDIARY AND AFFILIATE GUARANTEE, dated as of April 25, 2008, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, (the “Guarantors”), in favor of the Purchaser signatory (the “Purchaser”) to that certain Purchase Agreement, dated as of the date hereof, between Inform Worldwide Holdings, Inc. a Florida corporation with its principal business address at 2501 North Green Valley Parkway, Suite 111, Henderson, Nevada 89014 (the “Company”) and the Purchaser.
PURCHASE AGREEMENTPurchase Agreement • May 2nd, 2008 • Inform Worldwide Holdings Inc • Bituminous coal & lignite surface mining • New York
THIS PURCHASE AGREEMENT, dated as of April 25, 2008, is entered into by and among Inform Worldwide Holdings, Inc., a Florida corporation with headquarters located at 2501 North Green Valley Parkway, Suite 111, Henderson, Nevada 89014 (the “Company”), and PROFESSIONAL OFFSHORE OPPORTUNITY FUND LTD. and any additional purchasers whose signatures appear at the conclusion of this agreement (collectively, the “Purchaser”).
SECURITY INTEREST AND PLEDGE AGREEMENTSecurity Interest and Pledge Agreement • May 2nd, 2008 • Inform Worldwide Holdings Inc • Bituminous coal & lignite surface mining • New York
SECURITY INTEREST AND PLEDGE AGREEMENT (“Pledge Agreement”) dated as of April 25, 2008, by and among Professional Offshore Opportunity Fund (“Secured Party”), and Inform Worldwide Holdings, Inc., a Florida corporation having its principal executive offices at 2501 North Green Valley Parkway, Suite 111, Henderson, Nevada 89014 (the “Company” or the “Debtor”), and Ashvin Mascarenhas (“Pledgor”).
