INTERCREDITOR AND SUBORDINATION AGREEMENTIntercreditor and Subordination Agreement • August 20th, 2012 • Tel Instrument Electronics Corp • Electronic components & accessories • New York
INTERCREDITOR AND SUBORDINATION AGREEMENT dated as of July 26, 2012, by and among [ ] as the executor (the “Executor”) for [ ], [ ], an individual, the “Subordinated Lenders” and each, a “Subordinated Lender”), TEL-INSTRUMENT ELECTRONICS CORP., a New Jersey corporation (“Issuer”), and [ ], an Illinois limited liability company (“Purchaser”).
SECURITIES PURCHASE AGREEMENT by and between TEL-INSTRUMENT ELECTRONICS CORP. as the Issuer and as the Purchaser Dated as of July __, 2012Securities Purchase Agreement • August 20th, 2012 • Tel Instrument Electronics Corp • Electronic components & accessories • New York
Exhibit A Form of Promissory Note Exhibit B Form of Warrant Exhibit C Form of Compliance Certificate Exhibit D Form of Security Agreement Exhibit E Form of Investor Rights Agreement Exhibit F [Reserved] Exhibit G [Reserved] Exhibit H Form of Intercreditor Agreement Exhibit I Form of Subordination Agreement
INTERCREDITOR AGREEMENT between and Dated as of July [__], 2012Intercreditor Agreement • August 20th, 2012 • Tel Instrument Electronics Corp • Electronic components & accessories • New York
This INTERCREDITOR AGREEMENT, is dated as of July [__] 2012, and entered into by and between [ ], a Delaware limited partnership, including its successors and assigns from time to time (“[ ]”) and [ ], an Illinois limited liability company, including its successors and assigns from time to time (“[ ]”). Capitalized terms used herein but not otherwise defined herein have the meanings set forth in Section 1 below.
AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • August 20th, 2012 • Tel Instrument Electronics Corp • Electronic components & accessories
This Amended and Restated Investor Rights Agreement, made effective as of July [•], 2012 (this “Agreement”), by and among Tel-Instrument Electronics Corp., a New Jersey corporation (the “Company”), [ ]1 and [ ] (collectively, the “Specified Holders”), [ ]., a Delaware limited partnership (“[ ] Investor”), [ ], an Illinois limited liability company (“[ ] Investor” and, together with the [ ] Investor, the “Investors”, and each individually, an “Investor,” and the Investors collectively with the Specified Holders, the “Stockholders,” and each individually, a “Stockholder”).
SECURITY AGREEMENTSecurity Agreement • August 20th, 2012 • Tel Instrument Electronics Corp • Electronic components & accessories • New York
THIS SECURITY AGREEMENT is dated as of July __, 2012 by and among TEL-INSTRUMENT ELECTRONICS CORP., a New Jersey corporation (the “Issuer”), each additional “Debtor” (as hereinafter defined) and [ ], a limited liability trust company organized and existing under the laws of the State of Illinois (“Secured Party” or “Purchaser”).
