SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 29th, 2007 • Cyber Defense Systems Inc • Aircraft • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 22, 2007, by and among Cyber Defense Systems, Inc., a Florida corporation, with headquarters located at 10901 Roosevelt Boulevard, St, Petersburg, FL 33716 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).
ContractStock Purchase Warrant • August 29th, 2007 • Cyber Defense Systems Inc • Aircraft • New York
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGIS-TERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF AUGUST 22, 2007, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRA-TION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.
CYBER DEFENSE SYSTEMS, INC. 10901 Roosevelt Boulevard St. Petersburg, FL 33716Cyber Defense Systems Inc • August 29th, 2007 • Aircraft
PLEDGE AND SECURITY AGREEMENT WITH ASSIGNMENT OF RIGHTS AND INTERESTSPledge and Security Agreement • August 29th, 2007 • Cyber Defense Systems Inc • Aircraft • New York
This PLEDGE AND SECURITY AGREEMENT WITH ASSIGNMENT OF RIGHTS AND INTERESTS ("Agreement"), is entered into on this the 24th of August, 2007, by and between TSI Holding CO., LLC and Airship Leasing Co., LLC (“Borrower) and Ayuda Funding Corp., (“Lender”).
ContractCyber Defense Systems Inc • August 29th, 2007 • Aircraft • New York
THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR RECEIPT BY THE MAKER OF AN OPINION OF COUNSEL IN THE FORM, SUBSTANCE AND SCOPE REASONABLY SATISFACTORY TO THE MAKER THAT THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF MAY BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF, UNDER AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND SUCH STATE SECURITIES LAWS.
