SECURITY AGREEMENTSecurity Agreement • July 13th, 2011 • Double Eagle Holdings, Ltd. • Investors, nec • Nevada
This Security Agreement dated as of ____________, 2011 (the “Agreement”) by and among Double Eagle Holdings, Ltd., a Nevada corporation (“Borrower”), with its primary place of business at 20900 NE 30th Avenue, Eighth Floor, Aventura, FL 33180, and the parties listed on Schedule A hereto, which parties are also holders of one year 8% Senior Secured Convertible Promissory Notes (the “Notes”) issued by Borrower (collectively, “Secured Parties”):
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT (THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “SECURITIES ACT”) OR UNDER ANY STATE SECURITIES LAWS (“BLUE SKY LAWS”). NO TRANSFER,...Double Eagle Holdings, Ltd. • July 13th, 2011 • Investors, nec • Nevada
THIS CERTIFIES THAT, for good and valuable consideration, __________________ (“Holder”), or its registered assigns, is entitled to subscribe for and purchase from DOUBLE EAGLE HOLDINGS, LTD., a Nevada corporation (the “Company”), at any time after _____________, 2011, to and including ______________, 2016, _____________ (____) fully paid and non-assessable shares of the Common Stock of the Company (“Shares”) at the price of $0.12 per Share (the “Warrant Exercise Price”), subject to the anti-dilution provisions of this Warrant.
ContractDouble Eagle Holdings, Ltd. • July 13th, 2011 • Investors, nec
THIS NOTE AND THE UNDERLYING COMMON STOCK HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE SOLD, OFFERED FOR SALE, ASSIGNED, TRANSFERRED OR OTHERWISE DISPOSED OF, UNLESS REGISTERED PURSUANT TO THE PROVISIONS OF THE SECURITIES ACT OR AN OPINION OF COUNSEL IS OBTAINED STATING THAT SUCH DISPOSITION IS IN COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM SUCH REGISTRATION.
