ContractAmerican Telecom Services Inc • February 5th, 2007 • Wholesale-electronic parts & equipment, nec • New York
THIS WARRANT AND ANY SHARES OF COMMON STOCK ISSUED UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY APPLICABLE STATE SECURITIES LAWS, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE MADE WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL SATISFACTORY TO THE CORPORATION THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT, OR APPLICABLE STATE SECURITIES LAWS.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 5th, 2007 • American Telecom Services Inc • Wholesale-electronic parts & equipment, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 30, 2007, by and between American Telecom Services, Inc., (the “Company”), and each purchaser of securities of the Company pursuant to a Subscription Agreement (as defined below) (each a “Purchaser” and collectively, the “Purchasers”), a list of which is attached hereto as Annex A. This Agreement is made pursuant to Subscription Agreements by and between the Company and each Purchaser (the “Subscription Agreement”), submitted in accordance with and subject to the terms and conditions described in the Subscription Agreement, including all documents incorporated by reference therein and all attachments, schedules and exhibits thereto, relating to the offering (the “Offering”) by the Company (i) of its 8% Series A Cumulative Convertible Preferred Stock, par value $0.001 per share (the “Preferred Stock”) and (ii) warrants (each a “Warrant” and collectively the “Warrants”) to purchase shares of the
