ContractInnofone Com Inc • October 29th, 2007 • Services-business services, nec • New York
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF SEPTEMBER 21, 2007, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION 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.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 29th, 2007 • Innofone Com Inc • Services-business services, nec • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 21, 2007, by and among Innofone.com, Inc., a Nevada corporation, with headquarters located at 3470 Onley-Laytonsville Road, Suite 118, Olney, MD 20832 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • October 29th, 2007 • Innofone Com Inc • Services-business services, nec • New York
INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement” dated as of September 21, 2007, by and among Innofone.com, Inc., a Nevada corporation (the “Company”), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 29th, 2007 • Innofone Com Inc • Services-business services, nec • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 21, 2007, by and among Innofone.com., Inc., a Nevada corporation, with headquarters located at 3470 Onley-Laytonsville Road, Suite 118, Olney, MD 20832 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).
GUARANTY AND PLEDGE AGREEMENTGuaranty and Pledge Agreement • October 29th, 2007 • Innofone Com Inc • Services-business services, nec • New York
GUARANTY AND PLEDGE AGREEMENT (this “Agreement”), dated as of September 21, 2007, among Innofone.com, Inc., a Nevada corporation (the “Company”), Alex Lightman (the “Pledgor”), and the pledgees signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Pledgees”).
INNOFONE.COM, INC. Olney, MD 20832Innofone Com Inc • October 29th, 2007 • Services-business services, nec
This letter sets forth the agreement of the parties hereto to amend the conversion price of all the notes originally issued by the Company to the investors listed in the signature pages hereto (collectively, the “Investors”)(the “Notes”).
