SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 25th, 2003 • Wave Systems Corp • Computer peripheral equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 18, 2003, among Wave Systems Corp., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”); and
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 25th, 2003 • Wave Systems Corp • Computer peripheral equipment, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November , 2003, among Wave Systems Corp., a Delaware corporation (the “Company”), and the purchasers’ signatory hereto (each such purchaser is a “Purchaser” and all such purchasers are, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of Wave Systems Corp.Common Stock Purchase Warrant • November 25th, 2003 • Wave Systems Corp • Computer peripheral equipment, nec
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 November , 2003 (the “Initial Exercise Date”) and on or prior to the close of business on the third anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter (the “Exercise Period”), to subscribe for and purchase from Wave Systems Corp., a corporation incorporated in Delaware (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $ (1), subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein. Capitalized terms used and not otherwise de
