SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 14th, 2015 • Creative Realities, Inc. • Services-computer integrated systems design • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 23, 2015, by and among (i) Creative Realities, Inc., a Minnesota corporation (the “Company”), Creative Realities, LLC, a Delaware limited liability company, and Wireless Ronin Technologies Canada, Inc., a Canada corporation (such entities, together with the Company, the “Company Parties”) and (ii) those parties signatory hereto and identified on the signature page hereof as “Purchaser” (the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • August 14th, 2015 • Creative Realities, Inc. • Services-computer integrated systems design • New York
THIS SECURITY AGREEMENT (this “Agreement”) is entered into as of June 23, 2015, by and among Creative Realities, Inc., a Minnesota corporation (the “Company”), those subsidiaries of the Company signatory hereto (collectively referred to with the Company as the “Obligors”), and Slipstream Communications, LLC, as “Purchaser” (such Purchaser referred to hereinafter as the “Secured Party”) under that certain Securities Purchase Agreement by and among such Purchaser and the Creative Realities, dated of even date herewith (the “Securities Purchase Agreement”). Capitalized terms not otherwise defined in this Agreement shall have the meanings ascribed to them in the Securities Purchase Agreement.
WARRANT TO PURCHASE COMMON STOCKCreative Realities, Inc. • August 14th, 2015 • Services-computer integrated systems design • New York
This Certifies That, for value received, Equity Trust Company, custodian FBO Leonid Frenkel IRA (including any permitted and registered assigns, the “Holder”), is entitled to purchase from Creative Realities, Inc., a Minnesota corporation (the “Company”), up to 640,000 shares of Common Stock of the Company (the “Warrant Shares”) at the Exercise Price hereunder then in effect. This Warrant to Purchase Common Stock (this “Warrant”) is issued by the Company in connection with the Company’s offer and sale to the Holder of a Secured Convertible Promissory Note pursuant to the terms and conditions of a Securities Purchase Agreement by and among the Company, Holder and other purchasers of such notes, dated of even date herewith (the “Securities Purchase Agreement,” and such notes sold thereunder, the “Notes”). For purposes of this Warrant, the term “Exercise Price” shall mean $0.30 per share, subject to adjustment as provided herein, and the term “Exercise Period” shall mean the period commen
WARRANT TO PURCHASE COMMON STOCKCreative Realities, Inc. • August 14th, 2015 • Services-computer integrated systems design • Minnesota
This Certifies That, for value received, Slipstream Communications, LLC, a Delaware limited liability company (including any permitted and registered assigns, the “Holder”), is entitled to purchase from Creative Realities, Inc., a Minnesota corporation (the “Company”), up to __________ shares of Common Stock (the “Warrant Shares”) at the Exercise Price then in effect. This Warrant to Purchase Common Stock (this “Warrant”) is issued by the Company in connection with the Company’s offer and sale to the Holder of a Subordinated Secured Promissory Note in the original principal amount of $465,000, dated of even date herewith (the “Note”). For purposes of this Warrant, the term “Exercise Price” shall mean $0.31 per share, subject to adjustment as provided herein, and the term “Exercise Period” shall mean the period commencing on the Issuance Date and ending on 5:00 p.m. New York time on the five-year anniversary of the date of this Warrant.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among CREATIVE REALITIES, INC. CXW ACQUISITION, INC., CONEXUS WORLD GLOBAL, LLC And RICHARD C. MILLS, AS THE MEMBER REPRESENTATIVE Dated as of August 11, 2015 AGREEMENT AND PLAN OF MERGER AND...Agreement and Plan of Merger and Reorganization • August 14th, 2015 • Creative Realities, Inc. • Services-computer integrated systems design • New York
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) s made and entered into as of August 11, 2015, by and among Creative Realities, Inc., a Minnesota corporation (“Parent”), CXW Acquisition, Inc., a Kentucky corporation and a wholly owned subsidiary of Parent (“Merger Sub”), ConeXus World Global, LLC, a Kentucky limited liability company (the “Company”), and Richard C. Mills, in his capacity as the Member Representative.
