REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 26th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 22, 2009 by and among American Defense Systems, Inc., a Delaware corporation (the “Company”), and the Holders named in that certain Settlement Agreement, Waiver and Amendment of even date herewith by and among the Company and the Holders (the “Settlement Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Settlement Agreement unless otherwise defined herein.
Lock-Up AgreementLock-Up Agreement • May 26th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
SETTLEMENT AGREEMENT, WAIVER AND AMENDMENTSettlement Agreement, Waiver and Amendment • May 26th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
This SETTLEMENT AGREEMENT, WAIVER AND AMENDMENT (this “Agreement”), dated as of May 22, 2009 (the “Effective Date”), is entered into by and among American Defense Systems, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company parties hereto (individually, a “Holder” and collectively, the “Holders”). Unless otherwise specified herein, capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Certificate of Designations (as defined below).
IRREVOCABLE PROXY AND VOTING AGREEMENT by and between ANTHONY PISCITELLI (“Stockholder”) and WEST COAST OPPORTUNITY FUND, LLC CENTAUR VALUE FUND, LP UNITED CENTAUR MASTER FUND (“Holders”) MAY 22, 2009Irrevocable Proxy and Voting Agreement • May 26th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
THIS IRREVOCABLE PROXY AND VOTING AGREEMENT (the “Agreement”) is made and entered into, dated for reference purposes as of May 22, 2009 (the “Effective Date”), by and among ANTHONY PISCITELLI (“Stockholder”); and WEST COAST OPPORTUNITY FUND, LLC, CENTAUR VALUE FUND, LP, and UNITED CENTAUR MASTER FUND (each, an “Investor” and collectively the “Investors”). Unless otherwise specified herein, capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Settlement Agreement (as defined below).
