AMENDED AND RESTATED SAMPLE FORMTri-S Security Corp • November 14th, 2008 • Services-detective, guard & armored car services • Georgia
THIS CERTIFIES THAT, for value received, (subject to the restrictions on transfer contained herein) its registered assigns (the “Holder”) is entitled to purchase from Tri-S Security Corporation, a Georgia corporation (the “Company”), at any time or from time to time after 9:00 a.m., Atlanta, Georgia time, after the date set forth above (the “Issue Date”) and prior to 5:00 p.m., Atlanta, Georgia time, on the date which is the fifth anniversary of the Issue Date set forth above (the “Expiration Date”), at the place where the Warrant Agency (as hereinafter defined) is located, at the Exercise Price (as hereinafter defined), the number of shares of common stock, $0.001 par value per share (the “Common Stock”), of the Company specified above, all subject to adjustment and upon the terms and conditions as hereinafter provided.
ContractTri-S Security Corp • November 14th, 2008 • Services-detective, guard & armored car services • Georgia
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
AMENDMENT NO. 1 TO DIRECTOR DESIGNATION AGREEMENTDirector Designation Agreement • November 14th, 2008 • Tri-S Security Corp • Services-detective, guard & armored car services
THIS AMENDMENT NO. 1 TO DIRECTOR DESIGNATION AGREEMENT (this “Amendment”) is made and entered into as of November 5, 2008, by and between TRI-S SECURITY CORPORATION, a Georgia corporation (the “Company”), and SELECT CONTRARIAN VALUE PARTNERS, L.P. (“Select Contrarian”).
AMENDMENT TO AMENDED AND RESTATED SUPPLEMENTAL AGREEMENT AND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 14th, 2008 • Tri-S Security Corp • Services-detective, guard & armored car services • Georgia
THIS AMENDMENT (the “Amendment”) is executed as of September 12, 2008 (“Execution Date”) and amends that certain AMENDED AND RESTATED SUPPLEMENTAL AGREEMENT AND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, executed as of July 30, 2008 (the “Supplement”), by and between LSQ Funding Group, L.C. (“LSQ”) and BRE LLC (collectively “Lender”), and Tri-S Security Corporation (“Tri-S”), for itself and as agent for Paragon Systems, Inc., The Cornwall Group, Inc., Vanguard Security, Inc., Forestville Corporation, Vanguard Security of Broward County, Inc., On Guard Security and Investigations, Inc., Armor Security, Inc., Protection Technologies Corporation, International Monitoring, Inc., and Guardsource Corp (collectively, “Borrower”), and amends Section 1.1 of the Credit Agreement (as defined below).
DIRECTOR DESIGNATION AGREEMENTDirector Designation Agreement • November 14th, 2008 • Tri-S Security Corp • Services-detective, guard & armored car services
THIS DIRECTOR DESIGNATION AGREEMENT (this “Agreement”) is made and entered into as of October 16, 2008, by and among TRI-S SECURITY CORPORATION, a Georgia corporation (the “Company”), and Select Contrarian Value Partners, L.P. (“Select Contrarian”).
