WARRANT AGREEMENTWarrant Agreement • October 3rd, 2006 • A4s Security, Inc. • Services-computer integrated systems design • Colorado
This Warrant Agreement (the “Agreement”), made and entered into as of September 29, 2006, by and between A4S SECURITY, INC., a Colorado corporation (the “Company”), and CORPORATE STOCK TRANSFER, INC., a Colorado corporation, as Warrant Agent (the “Warrant Agent”).
ContractA4s Security, Inc. • October 3rd, 2006 • Services-computer integrated systems design • Colorado
This Warrant and the underlying shares of Common Stock represented by this Certificate have not been registered under the Securities Act of 1933 (the “Act”), and are “restricted securities” as that term is defined in Rule 144 under the Act. The securities may not be offered for sale, sold or otherwise transferred except pursuant to an effective registration statement under the Act, or pursuant to an exemption from registration under the Act, the availability of which is to be established to the reasonable satisfaction of the Company.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 3rd, 2006 • A4s Security, Inc. • Services-computer integrated systems design • Colorado
This Registration Rights Agreement (this “AGREEMENT”) is made and entered into as of September 29, 2006, by and among A4S Security, Inc., a Colorado corporation (the “COMPANY”), and the investors signatory hereto (each a “INVESTOR” and collectively, the “INVESTORS”).
IMPORTANT: PLEASE READ CAREFULLY BEFORE SIGNING. SIGNIFICANT REPRESENTATIONS ARE CALLED FOR HEREIN. SUBSCRIPTION AGREEMENT and LETTER OF INVESTMENT INTENTSubscription Agreement • October 3rd, 2006 • A4s Security, Inc. • Services-computer integrated systems design
The undersigned (the “Subscriber”) hereby tenders this subscription for the purchase of securities (the “Securities”) of A4S Security, Inc. (the “Company”), consisting of units (“Units”). The Units are described in the Private Placement Memorandum dated August 16, 2006, as amended (the Memorandum”). The Subscriber understands that a subscription for the Securities may be rejected for any reason and that, in the event that this subscription is rejected, the funds delivered herewith will be promptly returned, without interest thereon or deduction therefrom. By execution below, the Subscriber acknowledges that the Company is relying upon the accuracy and completeness of the representations contained herein in complying with their obligations under applicable securities laws.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 3rd, 2006 • A4s Security, Inc. • Services-computer integrated systems design • Colorado
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the 29th day of September, 2006 (the “Effective Date”) by and between A4S Security, Inc. a Colorado corporation (the “Company”), and the investors set forth on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).
