FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 25th, 2010 • Global Health Ventures Inc. • Services-allied to motion picture production • Illinois
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made as of _________, 2010, by and among _______________, a ________ corporation (the “Company”), ____________, an Illinois limited liability company (the “Investor”), and _________, President and Chief Executive Officer of the Company, in his individual capacity, (the “Affiliate”).
ESCROW AGREEMENTEscrow Agreement • March 25th, 2010 • Global Health Ventures Inc. • Services-allied to motion picture production • New York
This ESCROW AGREEMENT (the “Escrow Agreement”) is dated as of this ___th day of _____ 2010, by and among ____________ (the “Investor”), ____________ (the “Company”), ___________, an affiliate of the Company (the “Affiliate” and together with the Company and the Investor, the “Parties”), and ____________ (the “Escrow Agent”). All capitalized terms not otherwise defined herein shall have the same meaning ascribed to them in that certain securities purchase agreement, dated of even date herewith (the “Securities Purchase Agreement”).
FORM OF WARRANTGlobal Health Ventures Inc. • March 25th, 2010 • Services-allied to motion picture production • Illinois
THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAW OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THAT SUCH REGISTRATION IS NOT REQUIRED.
FORM OF SECURED PURCHASE NOTESecured Purchase Note • March 25th, 2010 • Global Health Ventures Inc. • Services-allied to motion picture production • Illinois
All capitalized terms not otherwise defined herein shall have the same meaning ascribed to them in the Securities Purchase Agreement dated of even date herewith.
FORM OF PLEDGE AGREEMENTPledge Agreement • March 25th, 2010 • Global Health Ventures Inc. • Services-allied to motion picture production • Illinois
THIS PLEDGE AGREEMENT (the “Agreement”), dated __________, by and among ____________, (the “Investor”), ______________, a _________ corporation, (the “Company”) and ___________, an affiliate of the Company (the “Affiliate,” together with the Company and the Investor, the “Parties”), shall become effective upon the execution thereof by all parties. All capitalized terms not otherwise defined herein shall have the same meaning ascribed to them in the Securities Purchase Agreement dated of even date herewith.
