REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 15th, 2006 • Mdu Communications International Inc • Communications services, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the date of the signature of the Company set forth on the signature pages hereto, by and among MDU COMMUNICATIONS INTERNATIONAL, INC., a Delaware corporation, with its principal offices at 60-D Commerce Way, Totowa, New Jersey 07512 (including its wholly-owned subsidiary, MDU Communications (USA) Inc., as more fully described below, the “Company”), and each person identified as a Holder on the signature pages hereto (collectively, the “Holders”). All terms used herein but not defined herein shall have the meaning given to them in the Purchase Agreement (as defined below).
WARRANT TO PURCHASE COMMON STOCK of MDU COMMUNICATIONS INTERNATIONAL, INC.Warrant • September 15th, 2006 • Mdu Communications International Inc • Communications services, nec • New York
This Warrant is one of one or more Warrants of the same form and having the same terms as this Warrant entitling the holders initially to purchase up to an aggregate of ________ shares of Common Stock. In order to induce the Holder and the other Lenders to enter into that certain Loan and Security Agreement dated as of September 11, 2006 by and among MDU Communications (USA) Inc. and the Lenders (including all annexes, exhibits and schedules thereto and as from time to time amended, restated, supplemented or otherwise modified the “Loan Agreement”). The Holder is entitled to certain benefits as set forth therein.
STOCK PLEDGE AGREEMENTStock Pledge Agreement • September 15th, 2006 • Mdu Communications International Inc • Communications services, nec • New York
THIS STOCK PLEDGE AGREEMENT, dated as of September 11, 2006, is executed and delivered by MDU Communications International, Inc. (“Pledgor”), in favor of FCC, LLC d/b/a First Capital and Full Circle Funding, L.P. (collectively the “Secured Party”).
GUARANTY OF CORPORATIONGuaranty of Corporation • September 15th, 2006 • Mdu Communications International Inc • Communications services, nec • New York
THIS GUARANTY OF CORPORATION, dated as of September 11, 2006 (this “Guaranty”), is made by MDU COMMUNICATIONS INTERNATIONAL, INC. a Delaware corporation (“Guarantor”), in favor of FCC, LLC d/b/a/ First Capital (“Lender”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 15th, 2006 • Mdu Communications International Inc • Communications services, nec • New York
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of this 11th day of September, 2006 between MDU Communications (USA) Inc., a Washington corporation (“Borrower”), and Full Circle Funding, L.P., a Delaware limited partnership (“Full Circle”) and FCC, LLC, d/b/a FIRST CAPITAL, a Florida limited liability company (“First Capital”) in its capacity as a Lender and as Agent, (each of Full Circle and First Capital a “Lender” and collectively “Lenders”).
