ELANDIA INTERNATIONAL INC. a Delaware corporation REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 28th, 2007 • Elandia International Inc. • Telephone communications (no radiotelephone) • Florida
THIS REGISTRATION RIGHTS AGREEMENT, dated as of the 21st day of November, 2007 (the “Agreement”), is entered into by and among Elandia International Inc., a Delaware corporation (the “Company”), and Stanford International Bank Ltd., a banking corporation organized under the laws of Antigua and Barbuda, and its assigns (the “Investor”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Purchase Agreement (as hereinafter defined).
ELANDIA INTERNATIONAL INC. a Delaware corporation PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • November 28th, 2007 • Elandia International Inc. • Telephone communications (no radiotelephone) • Florida
NEITHER THIS WARRANT NOR THE WARRANT STOCK (AS HEREINAFTER DEFINED) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE. THIS WARRANT AND THE WARRANT STOCK MAY BE TRANSFERRED ONLY IN...Elandia International Inc. • November 28th, 2007 • Telephone communications (no radiotelephone) • Florida
THIS WARRANT IS SUBJECT TO THE TERMS OF THE SECURITIES PURCHASE AGREEMENT, DATED AS OF NOVEMBER 21, 2007 BETWEEN THE COMPANY AND STANFORD INTERNATIONAL BANK LTD., A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICES OF THE COMPANY, AND ANY TRANSFERS AND TRANSFEREES OF THIS WARRANT AND THE WARRANT STOCK ARE SUBJECT TO THE TERMS AND CONDITIONS OF SUCH AGREEMENT
AMENDMENT NO. 1 TO THE PREFERRED UNIT PURCHASE AGREEMENTPreferred Unit Purchase Agreement • November 28th, 2007 • Elandia International Inc. • Telephone communications (no radiotelephone) • Florida
THIS AMENDMENT NO. 1 (this “Amendment”) is entered into as of November 21, 2007 by and among Elandia International, Inc., a Delaware corporation (“Purchaser”), Elandia/Desca Holdings, LLC, a Delaware limited liability company, f/k/a Bella Durmiente, LLC (“Seller”), Desca Holding, LLC, a Delaware limited liability company (the “Company”), and Jorge Enrique Alvarado Amado, an individual (the “Responsible Party”).
PREFERRED UNIT PURCHASE AGREEMENTPreferred Unit Purchase Agreement • November 28th, 2007 • Elandia International Inc. • Telephone communications (no radiotelephone) • Florida
THIS PREFERRED UNIT PURCHASE AGREEMENT (“Agreement”) is entered into as of October 2, 2007, by and among Elandia, Inc., a Delaware corporation (“Purchaser”), Bella Durmiente, LLC, a Delaware limited liability company (“Seller”), Desca Holding, LLC, a Delaware limited liability company (the “Company”), and Jorge Enrique Alvarado Amado, an individual (the “Responsible Party”). Purchaser, Seller, the Company and the Responsible Party may hereinafter be referred to individually as a “Party” and collectively as the “Parties.”
