INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • November 21st, 2011 • Phototron Holdings, Inc. • Glass products, made of purchased glass • California
This Intellectual Property Security Agreement is entered into as of October 8, 2011, by and among the persons and entities signatory hereto (individually, a “Secured Party” and collectively, the “Secured Parties”), and W-net Fund I, LP, who will serve as the representative of the Secured Parties and is referred to herein from time to time as the as the “Secured Party Representative,” and Phototron Holdings, Inc., Growlife, Inc. and Phototron, Inc. (each a “Grantor”).
ContractCommon Stock Purchase Warrant • November 21st, 2011 • Phototron Holdings, Inc. • Glass products, made of purchased glass • California
NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE UPON ITS EXERCISE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS (I) PURSUANT TO REGISTRATION UNDER THE ACT AND/OR APPLICABLE STATE SECURITIES LAWS OR (II) IN COMPLIANCE WITH AN EXEMPTION THEREFROM AND ACCOMPANIED, IF REQUESTED BY THE COMPANY, WITH AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH TRANSFER IS IN COMPLIANCE WITH AN EXEMPTION THEREFROM.
SECURITY AGREEMENTSecurity Agreement • November 21st, 2011 • Phototron Holdings, Inc. • Glass products, made of purchased glass • California
This SECURITY AGREEMENT (the “Agreement”) is made as of the 8th day of October, 2011 (the “Effective Date”), by and among Phototron Holdings, Inc., a Delaware corporation (the “Borrower”), Growlife, Inc., a Delaware corporation (“Growlife”), Phototron, Inc., a California corporation (“Phototron” and together with Borrower and Growlife, the “Debtors”), the persons and entities signatory hereto (individually, a “Secured Party” and collectively, the “Secured Parties”), and W-net Fund I, LP, who will serve as the representative of the Secured Parties and is referred to herein from time to time as the as the “Secured Party Representative.”
