COMMON STOCK PURCHASE WARRANT To Purchase __________ Shares of Common Stock of TechnoConcepts, Inc.Technoconcepts, Inc. • January 14th, 2005 • Services-computer programming services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (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 the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from TechnoConcepts, Inc., a Colorado corporation (the “Company”), up to ______ 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 • January 14th, 2005 • Technoconcepts, Inc. • Services-computer programming services • New York
SECURITY AGREEMENT, dated as of November 17, 2004 (this “Agreement”), among TechnoConcepts, Inc., a Colorado corporation (the “Company”) and all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors”) (the Company and Guarantors are collectively referred to as the “Debtors”) and the holder or holders of the Company’s 7% Secured Convertible Debentures due November __, 2006 in the original aggregate principal amount of $10,000,000 (the “Debentures”), signatory hereto, their endorsees, transferees and assigns (collectively referred to as, the “Secured Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 14th, 2005 • Technoconcepts, Inc. • Services-computer programming services
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 17, 2004, among TechnoConcepts, Inc., a Colorado corporation (the “Company”), and the purchasers signatory hereto (each such purchaser is a “Purchaser” and all such purchasers are, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 14th, 2005 • Technoconcepts, Inc. • Services-computer programming services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 17, 2004 among TechnoConcepts, Inc., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
7% SECURED CONVERTIBLE DEBENTURE DUE NOVEMBER ___, 2006Technoconcepts, Inc. • January 14th, 2005 • Services-computer programming services • New York
THIS DEBENTURE is one of a series of duly authorized and issued 7% Secured Convertible Debentures of TechnoConcepts, Inc., a Colorado corporation, having a principal place of business at _____________________________ (the “Company”), designated as its 7% Secured Convertible Debenture, due November ___, 2006 (the “Debenture(s)”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 14th, 2005 • Technoconcepts, Inc. • Services-computer programming services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 17, 2004 among TechnoConcepts, Inc., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 14th, 2005 • Technoconcepts, Inc. • Services-computer programming services
This Amendment No. 1 (the “Amendment”) to the Securities Purchase Agreement (the “Agreement”) dated as of November 17, 2004 is among TechnoConcepts, Inc., a Colorado corporation (the “Company”) and each purchaser signatory hereto (each, a “Purchaser” and collectively the “Purchasers”) and is dated as of November __, 2004.
