AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (as amended, modified, restated and/or supplemented from time to time, this "Agreement") is made and entered into as of December 22, 2006, by...Registration Rights Agreement • February 6th, 2007 • TRUEYOU.COM • Services-personal services • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS...TRUEYOU.COM • February 6th, 2007 • Services-personal services • New York
RECITALSLoan Agreement • February 6th, 2007 • TRUEYOU.COM • Services-personal services • New York
BACKGROUNDSubordination Agreement • February 6th, 2007 • TRUEYOU.COM • Services-personal services • New York
December 20, 2006 TrueYou.Com Inc. 501 Merritt 7, 5th Floor Norwalk, CT 06851 Re: AMENDMENT OF REGISTRATION RIGHTS AGREEMENT Gentlemen: Reference is made to that certain Registration Rights Agreement, dated September 1, 2005 (the "Registration Rights...Registration Rights Agreement • February 6th, 2007 • TRUEYOU.COM • Services-personal services
TRUEYOU.COM INC. REGISTRATION RIGHTS AGREEMENT DECEMBER 22, 2006 The parties to this agreement are TRUEYOU.COM Inc., a Delaware corporation (the "Company") and Vicis Capital Master Fund LLC, Klinger Investments LLC, Andrew D. Lipman, Richard Rakowski,...Registration Rights Agreement • February 6th, 2007 • TRUEYOU.COM • Services-personal services • New York
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...TRUEYOU.COM • February 6th, 2007 • Services-personal services • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS...TRUEYOU.COM • February 6th, 2007 • Services-personal services • New York
REAFFIRMATION, RATIFICATION AND AMENDMENT AGREEMENT ---------------------------------------------------Ratification and Amendment Agreement • February 6th, 2007 • TRUEYOU.COM • Services-personal services • New York
December 22, 2006 Laurus Master Fund Ltd. c/o M&C Corporate Services Limited P.O. Box 309 GT Ugland House George Town South Church Street Grand Cayman, Cayman Islands Gentlemen: Reference is made to that certain Securities Purchase Agreement by and...TRUEYOU.COM • February 6th, 2007 • Services-personal services
This letter is to confirm our mutual understanding that in the event that all principal, interest and fees outstanding on the Note have not been indefeasibly paid in full as of April 30, 2007, the Company shall issue to Laurus 8,750,000 warrants (the "Additional Warrants") pursuant to the form attached hereto as EXHIBIT A in addition to the 10,000,000 Warrants that have been issued to Laurus concurrently herewith pursuant to the terms of the SPA. The Company and Laurus hereby agree that all representations, warranties and covenants in the SPA regarding the Warrants shall hereby be deemed to be made with respect to the Additional Warrants at such time.
ANDSubordinated Securities Purchase Agreement • February 6th, 2007 • TRUEYOU.COM • Services-personal services • New York
Exhibit 10.93 SENIOR SUBORDINATED SECURITY AGREEMENT THIS SENIOR SUBORDINATED SECURITY AGREEMENT dated as of December 22, 2006 (as the same may be supplemented, modified, amended, restated or replaced from time to time in the manner provided herein,...Senior Subordinated Security Agreement • February 6th, 2007 • TRUEYOU.COM • Services-personal services
