SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 20th, 2006 • Vyyo Inc • Communications equipment, nec • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), is dated as of March 18, 2006, by and among Vyyo Inc., a Delaware corporation (the “Company”), and the investors listed on the Schedule of Investors attached hereto as Exhibit A (individually, an “Investor” and collectively, the “Investors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 20th, 2006 • Vyyo Inc • Communications equipment, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is dated as of March 22, 2006, by and among Vyyo Inc., a Delaware corporation (the “Company”), and the undersigned Investors (each, a “Investor”, and collectively, the “Investors”).
GUARANTY AND SECURITY AGREEMENT among VYYO INC., EACH OF THE SUBSIDIARIES PARTY HERETO, THE INVESTORS PARTY HERETO, and GOLDMAN, SACHS & CO., as Collateral AgentGuaranty and Security Agreement • March 20th, 2006 • Vyyo Inc • Communications equipment, nec • New York
GUARANTY AND SECURITY AGREEMENT, dated as of March 22, 2006 (this “Guaranty and Security Agreement”), among Vyyo Inc., a Delaware corporation (the “Company”), each of the subsidiaries of the Company listed on Schedule I (each such subsidiary, individually, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors and the Company are referred to collectively herein as the “Grantors”), the Investors from time to time party hereto (including their successors and assigns, the “Investors”) and GOLDMAN, SACHS & CO., as collateral agent for the benefit of the Secured Parties (including its successors and assigns and in such capacity, the “Collateral Agent”).
ContractVyyo Inc • March 20th, 2006 • Communications equipment, nec • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT, OR (B) IF REASONABLY REQUESTED BY THE COMPANY, AN OPINION OF COUNSEL REASONABLY ACCEPTABLE TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT.
