Xplore Technologies Corp Sample Contracts
UNDERWRITING AGREEMENT between XPLORE TECHNOLOGIES CORP. and AEGIS CAPITAL CORP., as Representative of the Several UnderwritersUnderwriting Agreement • September 14th, 2012 • Xplore Technologies Corp • Computer & office equipment • New York
Standard Contracts
RIGHTS AGREEMENT dated as of July 1, 2016 between XPLORE TECHNOLOGIES CORP., as the Company and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights AgentRights Agreement • July 6th, 2016 • Xplore Technologies Corp • Computer & office equipment • Delaware
RIGHTS AGREEMENT, dated as of July 1, 2016, (this “Agreement”), by and between Xplore Technologies Corp., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as rights agent (the “Rights Agent”).
OFFICE LEASE by and between KBS SOR AUSTIN SUBURBAN PORTFOLIO, LLC, a Delaware limited liability company (“Landlord”) and XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporationOffice Lease • June 29th, 2016 • Xplore Technologies Corp • Computer & office equipment • Texas
services furnished to the Premises, including, without limitation, any governmental rule or regulation relating to the heating and cooling of the Building.
UNDERWRITING AGREEMENTUnderwriting Agreement • March 4th, 2015 • Xplore Technologies Corp • Computer & office equipment • New York
Xplore Technologies Corp., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell (the “Offering”) to Roth Capital Partners, LLC (“Roth” or the “Underwriter”), an aggregate of 2,000,000 authorized but unissued shares (the “Underwritten Shares”) of the Company’s common stock, par value $0.001 (the “Common Stock”). The Company has granted the Underwriter the option to purchase an aggregate of up to 300,000 additional shares of Common Stock (the “Additional Shares”) as may be necessary to cover over-allotments made in connection with the Offering. The Underwritten Shares and Additional Shares are collectively referred to as the “Shares.”
Loan and Security AgreementLoan and Security Agreement • November 14th, 2006 • Xplore Technologies Corp • California
THIS LOAN AND SECURITY AGREEMENT is entered into on the above date between SILICON VALLEY BANK (“Silicon” or “Bank”), whose address is 3003 Tasman Drive, Santa Clara, California 95054 and the borrower(s) named above (jointly and severally, the “Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) shall for all purposes be deemed to be a part of this Agreement, and the same is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below.)
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 21st, 2009 • Xplore Technologies Corp • Computer & office equipment • Texas
This AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date is between SILICON VALLEY BANK, a California corporation (“Bank”), with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 (FAX (408) 654-1099) and XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (“Borrower”), with its principal place of business at 14000 Summit Drive, Suite 900, Austin, Texas 78728 (FAX (512) 336-7791), amends and restates the terms of that certain Loan and Security Agreement by and between Bank and Borrower dated as of September 15, 2005, as amended from time to time (the “Original Agreement”), and provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 4th, 2010 • Xplore Technologies Corp • Computer & office equipment • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [·], 2010, by and among Xplore Technologies Corp., a Delaware corporation (the “Company”), and the persons executing this Agreement as Majority Noteholders (as defined below), for themselves and on behalf of the Noteholders under the Exchange Agreement (as defined below) (collectively, the “Investors” and each individually, an “Investor”).
ContractWarrant Agreement • February 25th, 2011 • Xplore Technologies Corp • Computer & office equipment • Delaware
THIS SECURITY AND THE SHARES OF COMMON STOCK WHICH MAY BE PURCHASED UPON THE EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND SUCH SECURITIES MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION AND REGISTRATION UNDER APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM UNDER THE ACT AND THE RULES AND REGULATIONS THEREUNDER AND SUCH APPLICABLE STATE SECURITIES LAWS.
Loan and Security AgreementLoan and Security Agreement • April 17th, 2015 • Xplore Technologies Corp • Computer & office equipment • North Carolina
THIS LOAN AND SECURITY AGREEMENT is entered into on the above date between SQUARE 1 BANK (“Lender”), whose address is 406 Blackwell Street, Suite 240, Durham, North Carolina 27701, and the borrower(s) named above (jointly and severally, the “Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) shall for all purposes be deemed to be a part of this Agreement, and the same is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below.)
XPLORE TECHNOLOGIES CORP.Debenture Purchase Agreement • November 14th, 2006 • Xplore Technologies Corp • Ontario
THIS AGREEMENT is made the 17th day of December, 2004, by and among Xplore Technologies Corp., a corporation incorporated under the laws of Canada (the “Corporation”), Phoenix Venture Fund LLC, a limited liability company organized under the laws of the State of Delaware (“Phoenix”) and each of the other lenders listed on Schedule 1 attached to this Agreement (each such lender, a “Lender” and collectively, the “Lenders”).
ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 30th, 2009 • Xplore Technologies Corp • Computer & office equipment
THIS ELEVENTH AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into as of this 24th day of April, 2009, by and between Silicon Valley Bank (“Bank”) and XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (“Borrower”) whose address is 14000 Summit Drive, Suite 900, Austin, Texas 78728.
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • July 5th, 2018 • Xplore Technologies Corp • Computer & office equipment • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of July 5, 2018 by and among Zebra Technologies Corporation, a Delaware corporation (“Parent”), Wolfdancer Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Sub”), and each of the undersigned stockholders (the “Stockholders”) of Xplore Technologies Corp., a Delaware corporation (the “Company”).
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND SUCH NOTE MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER THE ACT AND...Subordination Agreement • March 5th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
THIS NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) BY AND AMONG XPLORE TECHNOLOGIES CORP. (THE “PARENT”) AND XPLORE TECHNOLOGIES CORPORATION OF AMERICA (THE “SUBSIDIARY, COLLECTIVELY WITH THE PARENT, THE “BORROWERS”), THE HOLDER, AND SILICON VALLEY BANK (THE “SENIOR LENDER”), TO THE INDEBTEDNESS (INCLUDING INTEREST) OWED BY THE BORROWERS PURSUANT TO THAT CERTAIN LOAN AND SECURITY AGREEMENT DATED AS OF SEPTEMBER 15, 2005 (THE “LOAN AGREEMENT”), BY AND AMONG THE SUBSIDIARY AND THE SENIOR LENDER, AS SUCH LOAN AGREEMENT HAS BEEN AND HEREAFTER MAY BE AMENDED, SUPPLEMENTED, RESTATED OR OTHERWISE MODIFIED FROM TIME TO TIME.
INVENTORY FINANCE RIDER TO ACCOUNTS RECEIVABLE PURCHASING AGREEMENTInventory Finance Rider • November 14th, 2011 • Xplore Technologies Corp • Computer & office equipment
THIS INVENTORY FINANCE RIDER TO ACCOUNTS RECEIVABLE PURCHASING AGREEMENT (“Rider”) is made as of the 26th day of August, 2011 by and between DSCH Capital Partners, LLC dba Far West Capital, a Texas limited liability company (“Purchaser”) and Xplore Technologies Corporation of America, a Delaware corporation (“Seller”) to evidence the following:
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 19th, 2017 • Xplore Technologies Corp • Computer & office equipment • New York
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of April __, 2017, between XPLORE TECHNOLOGIES CORP., a Delaware corporation (“Technologies”), XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (“XTCA” and together with Technologies, each a “Borrower” and collectively, the “Borrowers”) and BANK OF AMERICA, N.A., a national banking association (“Lender”).
FIFTEENTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 14th, 2009 • Xplore Technologies Corp • Computer & office equipment
THIS FIFTEENTH AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into as of this 13th day of August, 2009, by and between SILICON VALLEY BANK (“Bank”) and XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (“Borrower”) whose address is 14000 Summit Drive, Suite 900, Austin, Texas 78728.
NOTE PURCHASE AGREEMENT Among XPLORE TECHNOLOGIES CORP. XPLORE TECHNOLOGIES CORPORATION OF AMERICA and THE PURCHASERS Dated November 5, 2009Note Purchase Agreement • November 10th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made on the 5th day of November, 2009, by and among Xplore Technologies Corp., a Delaware corporation (the “Parent”), Xplore Technologies Corporation of America, a Delaware corporation and wholly-owned subsidiary of the Parent (the “Subsidiary” and collectively with the Parent, the “Borrowers”), and the purchasers listed on Schedule I hereto, each of which is herein referred to as an “Initial Purchaser” and the purchasers listed from time to time on Schedule II hereto, each of which is herein referred to as an “Additional Purchaser”, and collectively, as the “Purchasers”.
LEASE AGREEMENTLease Agreement • November 14th, 2006 • Xplore Technologies Corp • Texas
This Lease Agreement (“Lease”), is entered into on the date of the last execution by the parties hereto, between Sealy Summit Tech L.P., a Georgia limited partnership (“LESSOR”); and Xplore Technologies Corporation, a corporation organized under the laws of Canada (“LESSEE”), and includes all pages and exhibits attached hereto and incorporated by reference herein, and all amendments, modifications, renewals, extensions, restatements, additions and deletions subsequently effected pursuant to Article 35 herein.
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 3rd, 2008 • Xplore Technologies Corp • Computer & office equipment
THIS FOURTH AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into this 28th day of March, 2008, by and between Silicon Valley Bank (“Bank”) and XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (“Borrower”) whose address is 14000 Summit Drive, Suite 900, Austin, Texas 78728.
TWELFTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 4th, 2009 • Xplore Technologies Corp • Computer & office equipment
THIS TWELFTH AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into as of this 29th day of May, 2009, by and between SILICON VALLEY BANK (“Bank”) and XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (“Borrower”) whose address is 14000 Summit Drive, Suite 900, Austin, Texas 78728.
FIFTH AMENDMENT TO ACCOUNTS RECEIVABLE PURCHASING AGREEMENTAccounts Receivable Purchasing Agreement • July 3rd, 2012 • Xplore Technologies Corp • Computer & office equipment
This FIFTH AMENDMENT TO ACCOUNTS RECEIVABLE PURCHASING AGREEMENT (“Amendment”) is dated as of June 29, 2012, and agreed to by and between XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation ("Seller"), and DSCH CAPITAL PARTNERS, LLC, d/b/a FAR WEST CAPITAL, a Texas limited liability company ("Purchaser"). All capitalized terms used and not defined in this Amendment shall have the meanings ascribed to them in the ARPA (as defined below) and/or the UCC, as applicable.
LETTER OF CREDIT REIMBURSEMENT, COMPENSATION AND SECURITY AGREEMENTLetter of Credit Reimbursement, Compensation and Security Agreement • June 4th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
This LETTER OF CREDIT REIMBURSEMENT, COMPENSATION AND SECURITY AGREEMENT, dated as of May 29, 2009 (as amended, supplemented or modified from time to time, this “Agreement”), is made by and among PHILIP SASSOWER and SUSAN SASSOWER, individuals (each individually, a “Secured Party” and, collectively, the “Secured Parties”), XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (with its successors and permitted assigns, the “Borrower”), and XPLORE TECHNOLOGIES CORP., a Delaware corporation (with its successors and permitted assigns, the “Parent”; the Borrower and the Parent are herein collectively referred to as the “Grantors” and, each individually, a “Grantor”).
NOTE PURCHASE AGREEMENT Among XPLORE TECHNOLOGIES CORP. XPLORE TECHNOLOGIES CORPORATION OF AMERICA and THE PURCHASERS Dated February 27, 2009Note Purchase Agreement • March 5th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made on the 27th day of February, 2009, by and among Xplore Technologies Corp., a Delaware corporation (the “Parent”), Xplore Technologies Corporation of America, a Delaware corporation and wholly-owned subsidiary of the Parent (the “Subsidiary” and collectively with the Parent, the “Borrowers”), and the purchasers listed on Schedule I hereto, each of which is herein referred to as an “Initial Purchaser” and the purchasers listed from time to time on Schedule II hereto, each of which is herein referred to as an “Additional Purchaser”, and collectively, as the “Purchasers”.
ADVISORY AGREEMENTAdvisory Agreement • July 5th, 2018 • Xplore Technologies Corp • Computer & office equipment • Delaware
THIS ADVISORY AGREEMENT (“Agreement”) executed on July 3, 2018 and effective as of January 25, 2018 (“Effective Date”), by and between Xplore Technologies Corp. (the “Company”), and Thomas B. Pickens III (“Adviser”) with reference to the following.
TURNKEY DESIGN AND MANUFACTURING AGREEMENTTurnkey Design and Manufacturing Agreement • November 14th, 2006 • Xplore Technologies Corp • Texas
THIS TURNKEY DESIGN AND MANUFACTURING AGREEMENT (“Agreement”), effective this 1 day of July 2003 (the “Effective Date”), is made and entered into by and between XPLORE TECHNOLOGIES CORPORATION of AMERICA and its subsidiaries and affiliates (“XPLORE”), a Delaware corporation having its principal place of business at 14000 Summit Drive, Suite 900, Austin, Texas 78728 U.S.A. and WISTRON CORPORATION (“WISTRON”), and its subsidiaries and affiliates, a Taiwan corporation having its principal place of business at 21F, 88, Sec. 1, Hsin Tai Wu Rd., Hsichih, Taipei Hsien 221, Taiwan, R.O.C.
AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT DATED AS OF NOVEMBER 5, 2009 dated as of August 18, 2010 by and among XPLORE TECHNOLOGIES CORP., XPLORE TECHNOLOGIES CORPORATION OF AMERICA, and SG PHOENIX LLC, as Agent for the PurchasersNote Purchase Agreement • August 20th, 2010 • Xplore Technologies Corp • Computer & office equipment • New York
This AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT DATED AS OF NOVEMBER 5, 2009 is entered into as of August 18, 2009 (this “Amendment Agreement”) by and among XPLORE TECHNOLOGIES CORP., a Delaware corporation (the “Parent”), XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (the “Subsidiary”, and together with the Parent, the “Borrowers”), SG PHOENIX LLC, a Delaware limited liability company, as agent for the Purchasers (the “Agent”), and PHOENIX VENTURE FUND LLC, a Delaware limited liability company (“Phoenix”). Phoenix and such other persons designated by Phoenix to purchase a Bridge Note (as defined below) from the Borrowers under this Amendment Agreement are hereby referred to as the “Bridge Note Purchasers” and each, a “Bridge Note Purchaser”.
FORECLOSURE PURCHASE AND SALE AGREEMENT by and among THE MOTION COMPANIES PARTY HERETO, XPLORE TECHNOLOGIES CORPORATION OF AMERICA, and SQUARE 1 Bank, as Lender Dated as of April 16, 2015Foreclosure Purchase and Sale Agreement • April 17th, 2015 • Xplore Technologies Corp • Computer & office equipment • New York
This Foreclosure Purchase and Sale Agreement (this “Agreement”) is entered into as of April 16, 2015, by and among Motion Computing, Inc., a Delaware corporation (“Motion” or the “Borrower”), Motion Computing Pty, Ltd., a corporation organized and existing under the laws of Australia (“Motion Aus”), and Motion Computing Holding Company, Inc., a Delaware corporation (“Motion USA” and, together with Motion and Motion Aus, collectively, the “Motion Companies” and each individually as a “Motion Company”), Xplore Technologies Corporation of America, a Delaware corporation (the “Purchaser”), and Square 1 Bank as lender under the Loan Agreement defined in Article I (the “Lender”).
TO ACCOUNTS RECEIVABLE PURCHASING AGREEMENTAccounts Receivable Purchasing Agreement • June 9th, 2010 • Xplore Technologies Corp • Computer & office equipment
This FIRST AMENDMENT AND PURCHASE ORDER FINANCE RIDER TO ACCOUNTS RECEIVABLE PURCHASING AGREEMENT (“Amendment”) is dated as of April 29, 2010 and agreed to by and between XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (“Seller”), and DSCH CAPITAL PARTNERS, LLC, d/b/a FAR WEST CAPITAL, a Texas limited liability company (“Purchaser”).
FIRST AMENDMENT TORights Agreement • October 10th, 2017 • Xplore Technologies Corp • Computer & office equipment
THIS FIRST AMENDMENT TO RIGHTS AGREEMENT (the “Amendment”) is entered into effective as of October 4, 2017, by Xplore Technologies Corp., a Delaware corporation (the “Company”).
ACCOUNTS RECEIVABLE PURCHASING AGREEMENTAccounts Receivable Purchasing Agreement • December 15th, 2009 • Xplore Technologies Corp • Computer & office equipment • Texas
THIS ACCOUNTS RECEIVABLE PURCHASING AGREEMENT (“ARPA”) is made this the day of December 2009 (“Effective Date”), by and between Xplore Technologies Corporation of America (the “Seller”), a Delaware corporation, and DSCH CAPITAL PARTNERS, LLC DBA FAR WEST CAPITAL, a Texas limited liability company (the “Purchaser”), on the following terms and conditions:
AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 1st, 2018 • Xplore Technologies Corp • Computer & office equipment • New York
This AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is made as of January 25, 2018, by and among XPLORE TECHNOLOGIES CORP. (“Technologies”), XPLORE TECHNOLOGIES CORPORATION OF AMERICA (“XTCA” and together with Technologies, each a “Borrower” and collectively, the “Borrowers”), XPLORE TECHNOLOGIES INTERNATIONAL CORP. (“Guarantor”), and BANK OF AMERICA, N.A. (“Lender”).
TURNKEY DESIGN AND MANUFACTURING AGREEMENTTurnkey Design and Manufacturing Agreement • February 8th, 2007 • Xplore Technologies Corp • Computer & office equipment • Texas
THIS TURNKEY DESIGN AND MANUFACTURING AGREEMENT (“Agreement”), effective this 1 day of July 2003 (the “Effective Date”), is made and entered into by and between XPLORE TECHNOLOGIES CORPORATION of AMERICA and its subsidiaries and affiliates (“XPLORE”), a Delaware corporation having its principal place of business at 14000 Summit Drive, Suite 900, Austin, Texas 78728 U.S.A. and WISTRON CORPORATION (“WISTRON”), and its subsidiaries and affiliates, a Taiwan corporation having its principal place of business at 21F, 88, Sec. 1, Hsin Tai Wu Rd., Hsichih, Taipei Hsien 221, Taiwan, R.O.C.
Loan and Security AgreementLoan and Security Agreement • March 19th, 2007 • Xplore Technologies Corp • Computer & office equipment • California
THIS LOAN AND SECURITY AGREEMENT is entered into on the above date between SILICON VALLEY BANK (“Silicon” or “Bank”), whose address is 3003 Tasman Drive, Santa Clara, California 95054 and the borrower(s) named above (jointly and severally, the “Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) shall for all purposes be deemed to be a part of this Agreement, and the same is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below.)
FOURTH AMENDMENT TO LEASE AGREEMENTLease Agreement • August 14th, 2009 • Xplore Technologies Corp • Computer & office equipment • Texas
THIS FOURTH AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered on and to be effective as of March 1, 2009, by and between BAILARD AUSTIN II, LIMITED PARTNERSHIP, a Texas limited partnership, as lessor (“Lessor”), and XPLORE TECHNOLOGIES CORP., a Delaware corporation, as lessee (“Lessee”).
CORPORATE GUARANTY AND SURETYSHIPCorporate Guaranty and Suretyship • December 15th, 2009 • Xplore Technologies Corp • Computer & office equipment • Texas
THIS CORPORATE GUARANTY AND SURETYSHIP (“Guaranty”), made as of the date set forth on the signature page hereof, is by and between Xplore Technologies Corp., a Delaware corporation (the “Guarantor”) and DSCH CAPITAL PARTNERS, LLC, a Texas limited liability company, d/b/a FAR WEST CAPITAL (“FWC”).
