EMRISE CORPORATION SECOND AMENDED AND RESTATED WARRANTEmrise CORP • February 13th, 2009 • Instruments for meas & testing of electricity & elec signals
This Second Amended and Restated Warrant (“Warrant”), dated as of February 12, 2009, amends, restates and supersedes that certain Amended and Restated Warrant, dated as of August 20, 2008 (the “First Amended Warrant”), granted to Private Equity Management Group, LLC by EMRISE Corporation, a Delaware corporation (the “Company”). In consideration of the surrender and cancellation of the First Amended Warrant, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby certifies that, pursuant to the terms of the Commitment Letter dated November 7, 2007 by and between the Company and Private Equity Management Group, Inc., Holder is entitled to purchase from the Company up to a total of 387,879 shares of Common Stock (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”), at any time and from time to time from and after the Original Issue Date and through and including November 30, 2014 (the “Expira
AMENDMENT NUMBER 2 TO LOAN DOCUMENTSLoan Documents • February 13th, 2009 • Emrise CORP • Instruments for meas & testing of electricity & elec signals • California
THIS AMENDMENT NUMBER 2 TO LOAN DOCUMENTS (this “Second Amendment”), is entered into as of February 12, 2009, by and among GVECR RESOURCE IV INC. (“Agent”), as Agent and as a Lender, EMRISE CORPORATION, a Delaware corporation (“Parent”), and Parent’s Subsidiaries that are signatories hereto (collectively with Parent, “Borrowers”).
