REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2013 • Digital Angel Corp • Communications equipment, nec • Illinois
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 13, 2013, is by and among VeriTeQ Corporation (f/k/a Digital Angel Corporation), a Delaware corporation with offices located at 220 Congress Park Drive, Suite 200, Delray Beach, Florida 33445 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • November 14th, 2013 • Digital Angel Corp • Communications equipment, nec • New York
SECURITY AND PLEDGE AGREEMENT, dated as of November 13, 2013 (this “Agreement”) made by VeriTeQ Corporation, a Delaware corporation with offices located at 220 Congress Park Drive, Suite 200, Delray Beach, Florida 33445 (the “Company”), and each of the undersigned subsidiaries of the Company from time to time, if any (each a “Grantor” and collectively and together with the Company the “Grantors”), in favor of Hudson Bay Master Fund Ltd., in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the “Buyers” (as defined below) party to the Securities Purchase Agreement, dated as of November 13, 2013 (as amended, restated or otherwise modified from time to time, the “Securities Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2013 • Digital Angel Corp • Communications equipment, nec • Illinois
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 13, 2013, is by and among VeriTeQ Corporation (f/k/a Digital Angel Corporation), a Delaware corporation with offices located at 220 Congress Park Drive, Suite 200, Delray Beach, Florida 33445 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
GUARANTYGuaranty • November 14th, 2013 • Digital Angel Corp • Communications equipment, nec • Illinois
This GUARANTY, dated as of November 13, 2013 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of Hudson Bay Master Fund Ltd. in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the “Buyers” (as defined below) party to the Securities Purchase Agreement (as defined below).
VeriTeQ Corporation Form of Lock-Up Agreement November 13, 2013Lock-Up Agreement • November 14th, 2013 • Digital Angel Corp • Communications equipment, nec • New York
This Lock-Up Agreement is being delivered to you in connection with the Securities Purchase Agreement (the “Purchase Agreement”), dated as of November 13, 2013 (the “Subscription Date”), by and among VeriTeQ Corporation (f/k/a Digital Angel Corporation), a Delaware corporation with offices located at 220 Congress Park Drive, Suite 200, Delray Beach, Florida 33445 (the “Company”) and the investors party thereto (the “Buyers”), with respect to the issuance of (i) secured convertible notes (the “Notes”) which will, among other things, be convertible into shares of the Company's common stock, par value $0.01 per share (the “Common Stock”) and (ii) warrants which will be exercisable to purchase shares of Common Stock. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.
