EMPLOYMENT AGREEMENTEmployment Agreement • August 28th, 2007 • Akrion, Inc. • Special industry machinery, nec • Pennsylvania
THIS EMPLOYMENT AGREEMENT is made as of the 15th day of June, 2007, by and between AKRION, INC., a Delaware corporation (the “Company”), and MICHAEL IOANNOU (“Executive”).
TERM LOAN AND SECURITY AGREEMENT between AKRION, INC. as Borrower, the Subsidiary Guarantors party hereto as Guarantors, and BHC INTERIM FUNDING II, L.P. as Lender Dated as of July 5, 2006Term Loan and Security Agreement • August 28th, 2007 • Akrion, Inc. • Special industry machinery, nec • New York
This TERM LOAN AND SECURITY AGREEMENT is dated as of July 5, 2006 and entered into by and between AKRION, INC., a Delaware corporation, as borrower (“Borrower”), the Subsidiary Guarantors party hereto, as Guarantors, and BHC INTERIM FUNDING II, L.P., a Delaware limited partnership, as lender (“Lender”), with offices at 444 Madison Avenue, New York, New York 10022.
REVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH AKRION, INC. AND GOLDFINGER TECHNOLOGIES, LLC (BORROWERS) August 5, 2005Credit and Security Agreement • August 28th, 2007 • Akrion, Inc. • Special industry machinery, nec • Pennsylvania
Revolving Credit and Security Agreement dated August 5, 2005 among AKRION, INC., a corporation organized under the laws of the State of Delaware (“Akrion”) and GOLDFINGER TECHNOLOGIES, LLC, a limited liability company organized under the laws of the State of Delaware (“Goldfinger”) (Akrion and Goldfinger, each a “Borrower” and collectively “Borrowers”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, in such capacity, the “Agent”).
ROYALTY AGREEMENTRoyalty Agreement • July 11th, 2007 • Akrion, Inc. • Special industry machinery, nec • Delaware
This ROYALTY AGREEMENT (this “Agreement”) is executed by WESTAR CAPITAL II, LLC, a Delaware limited liability company (“Westar”), AKRION, LLC, a Delaware limited liability company (“Akrion”), and GOLDFINGER TECHNOLOGIES, LLC, a Delaware limited liability company (“Newco”), and is entered into as of the 10th day of March, 2004.
ContractAkrion, Inc. • August 28th, 2007 • Special industry machinery, nec • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE SOLD OR OFFERED FOR SALE UNLESS REGISTERED OR QUALIFIED UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR UNLESS THE COMPANY RECEIVES AN OPINION IN REASONABLY ACCEPTABLE FORM AND SCOPE TO THE COMPANY OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION, QUALIFICATION OR OTHER SUCH ACTIONS ARE NOT REQUIRED UNDER ANY SUCH LAWS OR THAT AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE. THE OFFERING OF THIS WARRANT HAS NOT BEEN REVIEWED OR APPROVED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION, OR BY ANY STATE’S SECURITIES ADMINISTRATOR. THIS WARRANT IS ALSO SUBJECT TO CERTAIN ADDITIONAL TRANSFER RESTRICTIONS PROVIDED FOR HEREIN.
WARRANT TO PURCHASE STOCKAkrion, Inc. • August 28th, 2007 • Special industry machinery, nec • Delaware
THIS WARRANT CERTIFIES THAT, for value received, receipt of which is hereby acknowledged, ORIX Venture Finance LLC (“Holder”) is entitled to purchase 70,922 fully paid and nonassessable shares of common stock (the “Shares”) of AKRION, INC. (the “Company”) at the initial exercise price of $1.41 per Share (the “Warrant Price”), as constituted on the date hereof and as adjusted pursuant to the other terms of this Warrant, subject to the provisions and upon the terms and conditions set forth in this Warrant. This Warrant is being issued pursuant to an Amendment to Loan Documents between the Company and Holder dated of even date herewith amending that certain Loan and Security Agreement between the Company and Holder dated as of April 28, 2004 (as amended, the “Loan Agreement”). (Capitalized terms used herein, which are not defined, shall have the meanings set forth in the Loan Agreement.)
EQUIPMENT PURCHASE AGREEMENTEquipment Purchase Agreement • August 28th, 2007 • Akrion, Inc. • Special industry machinery, nec • Pennsylvania
THIS EQUIPMENT PURCHASE AGREEMENT (this “Agreement”) is dated this 7th day of April, 2006 by and between AKRION, INC., a Delaware corporation (“Akrion”), and SUNRISE CAPITAL INVESTMENTS, LLC, a Delaware limited liability company (“Buyer”).
WARRANT TO PURCHASE STOCKAkrion, Inc. • August 28th, 2007 • Special industry machinery, nec • Delaware
THIS WARRANT CERTIFIES THAT, for value received, receipt of which is hereby acknowledged, ORIX Venture Finance LLC (“Holder”) is entitled to purchase that number of fully paid and nonassessable shares of common stock (the “Shares”) of AKRION, INC. (the “Company”) as are set forth under Section 1.1 below, at the initial exercise price of $7.10 per Share (the “Warrant Price”), as constituted on the date hereof and as adjusted pursuant to the other terms of this Warrant, subject to the provisions and upon the terms and conditions set forth in this Warrant. This Warrant is being issued pursuant to an Amendment to Loan Documents between the Company and Holder dated of even date herewith amending that certain Loan and Security Agreement between the Company and Holder dated as of April 28, 2004 (as amended, the “Loan Agreement”). (Capitalized terms used herein, which are not defined, shall have the meanings set forth in the Loan Agreement.)
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 11th, 2007 • Akrion, Inc. • Special industry machinery, nec • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated October 3, 2006, is by and between SCP GLOBAL TECHNOLOGIES, INC., a Delaware corporation (“SCP”), and AKRION, INC., a Delaware corporation (the “Company”).
ContractAkrion, Inc. • August 28th, 2007 • Special industry machinery, nec
THIS WARRANT AND THE UNITS ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT AND LAWS OR, SUBJECT TO SECTION 5.3 HEREOF, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
ASSET PURCHASE AGREEMENT BY AND AMONG AKRION, INC., a Delaware corporation, AKRION SCP ACQUISITION CORP., a Delaware corporation, SCP GLOBAL TECHNOLOGIES, INC., a Delaware corporation, SCP U.S., INC., a Delaware corporation, SCP SERVICES, INC., an...Asset Purchase Agreement • July 11th, 2007 • Akrion, Inc. • Special industry machinery, nec • Pennsylvania
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into on this 12th day of September, 2006, by and among AKRION, INC., a Delaware corporation (“Parent”), AKRION SCP ACQUISITION CORP., a Delaware corporation (“Buyer”), SCP GLOBAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), SCP U.S., INC., a Delaware corporation and a wholly-owned subsidiary of the Company, SCP SERVICES, INC., an Idaho corporation and a wholly-owned subsidiary of the Company, SCP IP, INC., a Delaware corporation and a wholly-owned subsidiary of the Company, and SCP INTERNATIONAL NETHERLANDS, B.V., a company organized under the laws of the Netherlands and a wholly-owned subsidiary of the Company (the Company and each Company Subsidiary listed above, a “Seller” and collectively, “Sellers”).
