SECURITIES PURCHASE AGREEMENT September 29, 2005Securities Purchase Agreement • June 28th, 2006 • Bos Better Online Solutions LTD • Computer communications equipment • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 29, 2005, by and among B.O.S. BETTER ON-LINE SOLUTIONS LTD., a corporation incorporated under the laws of the State of Israel (p.c. number 520042565) (the “Company”), BOScom Ltd., a corporation incorporated under the laws of the State of Israel (organizational identification number (51-2236431) (solely with respect to the representations and warranties pertaining to it) (the “Subsidiary”), and Laurus Master Fund, Ltd., a Cayman Islands company (the “Purchaser”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 28th, 2006 • Bos Better Online Solutions LTD • Computer communications equipment • New York
THIS ASSET PURCHASE AGREEMENT is dated as of 26 day of October, 2005 by and among Qualmax, Inc., an Oregon corporation, having its address at 340 West Fifth Avenue, Eugene, Oregon, 97401 (the “Buyer”), BOScom Ltd., an Israeli company, having its address at Beit Rabin, Teradyon Industrial Park, Misgav 20179 (“BOScom”) and B.O.S. Better Online Solutions Ltd., an Israeli company, having its address at Beit Rabin, Teradyon Industrial Park, Misgav 20179, Israel (“BOS”). BOScom and BOS shall be referred to, collectively, as “Seller”. Following closing of the Bench Transaction Agreement (as defined below), references to the Buyer herein shall be deemed to be to the merged company created by the Bench Transaction Agreement.
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 28th, 2006 • Bos Better Online Solutions LTD • Computer communications equipment
This INDEMNIFICATION AGREEMENT (the “Agreement”) is made as of _____________, by and between B.O.S. Better Online Solutions Ltd., a company organized under the laws of the State of Israel with offices at Teradyon, Industrial Zone Misgav (the “Company”), and _____________ (“Indemnitee”).
AGREEMENTAgreement • June 28th, 2006 • Bos Better Online Solutions LTD • Computer communications equipment
This Agreement (the “Agreement”) is made as of October 31, 2005, by and among Telsys Ltd., an Israeli Company No. 520038100, having its address at Kiryat Atidim 3, Tel-Aviv (the “Seller”) and B.O.S Better Online Solutions Ltd., an Israeli company No. 520042565, having its address at Beit Rabin, Teradyon Industrial Park, Misgav 20179, Israel, or an affiliate thereof (the “Purchaser”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 28th, 2006 • Bos Better Online Solutions LTD • Computer communications equipment • Tel-Aviv
This Asset Purchase Agreement (this “Agreement”) is entered into and effective on July 18, 2005 (the “Execution Date”), by and among BOSCom Ltd. from Beit Rabin, Teradyon Industrial Park, Misgav (“BOSCom”), Consist Technologies Ltd. from 2 Granit St. Petah Tikva (“Consist Ltd.”) and Consist International Inc. from 10 East 53rd St., New York NY 10022 (“Consist International”). Consist Ltd. And Consist International shall be referred to, collectively, as “Consist”.
AGREEMENTAgreement • June 28th, 2006 • Bos Better Online Solutions LTD • Computer communications equipment
This Agreement (the “Agreement”) is made as of September 29, 2005, by and among the persons and entities whose names and addresses are set out in Schedule A hereto (collectively the “Sellers”) and B.O.S Better Online Solutions Ltd., an Israeli company No. 520042565, having its address at Beit Rabin, Teradyon Industrial Park, Misgav 20179, Israel, or an affiliate thereof (the “Purchaser”).
