SUBSIDIARY GUARANTEESubsidiary Guarantee • August 16th, 2013 • Ocz Technology Group Inc • Computer storage devices • New York
SUBSIDIARY GUARANTEE, dated as of August 12, 2013 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between OCZ Technology Group, Inc., a Delaware corporation (the “Company”), and the Purchasers.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 16th, 2013 • Ocz Technology Group Inc • Computer storage devices • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 12, 2013, between OCZ Technology Group, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
10,200,000 Shares OCZ TECHNOLOGY GROUP, INC. Common Stock ($0.0025 par value) UNDERWRITING AGREEMENTUnderwriting Agreement • April 13th, 2011 • Ocz Technology Group Inc • Computer storage devices • New York
OCZ TECHNOLOGY GROUP, INC., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”) for whom STIFEL, NICOLAUS & COMPANY, INCORPORATED and NEEDHAM & COMPANY, LLC are acting as representatives (the “Representatives”) an aggregate of 10,200,000 shares (the “Firm Shares”) of common stock, par value $0.0025 per share, of the Company (“Common Stock”). The Company also proposes to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional 1,530,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 16th, 2013 • Ocz Technology Group Inc • Computer storage devices
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
INDEMNITY AGREEMENTIndemnity Agreement • September 30th, 2009 • Ocz Technology Group Inc • Computer storage devices • Delaware
This Indemnity Agreement, dated as of [ ], is made by and between OCZ Technology Group, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
COMMON STOCK PURCHASE WARRANT OCZ TECHNOLOGY GROUP, INC.Security Agreement • August 16th, 2013 • Ocz Technology Group Inc • Computer storage devices • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after August 13, 2013 (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from OCZ Technology Group, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • July 10th, 2012 • Ocz Technology Group Inc • Computer storage devices • California
This TRADEMARK SECURITY AGREEMENT (this “Trademark Security Agreement”) is made this day of , 20 , by and among the Grantors listed on the signature pages hereof (collectively, jointly and severally, “Grantors” and each individually “Grantor”), and WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company (“WFCF”), in its capacity as agent for the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 26th, 2010 • Ocz Technology Group Inc • Computer storage devices
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 23, 2010, by and among OCZ Technology Group, Inc., a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 4th, 2010 • Ocz Technology Group Inc • Computer storage devices • New York
This Securities Purchase Agreement (this “Agreement”) is made and entered into as of October 29, 2010 (the “Execution Date”), by and among OCZ Technology Group, Inc., a Delaware corporation (the “Company”), and each of the purchasers listed on Schedule A attached hereto (collectively, the “Purchasers” and individually, a “Purchaser”).
ContractWarrant Agreement • February 25th, 2011 • Ocz Technology Group Inc • Computer storage devices • California
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS (I) A REGISTRATION STATEMENT COVERING SUCH SECURITIES IS EFFECTIVE UNDER THE SECURITIES ACT OR (II) THE TRANSACTION IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT AND, IF THE ISSUER REQUESTS, AN OPINION SATISFACTORY TO THE ISSUER TO SUCH EFFECT HAS BEEN RENDERED BY COUNSEL.
SALE OF ACCOUNTS AND SECURITY AGREEMENTSale of Accounts and Security Agreement • September 30th, 2009 • Ocz Technology Group Inc • Computer storage devices • New York
OCZ Technology Group, Inc., a Delaware corporation, with its principal offices at 6373 San Ignacio Avenue, San Jose, CA 95119 (“Seller”) and Faunus Group International, Inc., a Delaware corporation (“FGI”), hereby agree, intending to be legally bound, to the terms and conditions set forth in this Sale of Accounts and Security Agreement (“Agreement”).
DATED: APRIL 21, 2005Lease Agreement • September 30th, 2009 • Ocz Technology Group Inc • Computer storage devices
SUB-SUBLEASE BETWEEN ORACLE USA, INC. AND OCZ TECHNOLOGY GROUP, INC.Sub-Sublease • September 30th, 2009 • Ocz Technology Group Inc • Computer storage devices • California
THIS SUB-SUBLEASE (“Sublease”) is entered into as of January 30, 2009, by and between ORACLE USA, INC., a Colorado corporation (“Sublandlord”) and OCZ TECHNOLOGY GROUP, INC., a Delaware corporation (“Subtenant”), with reference to the following facts:
EMPLOYMENT AGREEMENTEmployment Agreement • March 28th, 2011 • Ocz Technology Group Inc • Computer storage devices
This Employment Agreement (this “Agreement”) is entered into as of March 25, 2011, by and between Indilinx Co., Ltd. (the “Company”), a wholly owned subsidiary of OCZ Technology Group, Inc. (“OCZ”), and Hyun Mo Chung, a citizen of the Republic of Korea (“Employee”). The effective date of this Agreement (the “Effective Date”) shall be the Closing Date, as defined in that certain Share Purchase Agreement by and among the Company, OCZ, and the other parties thereto (the “Purchase Agreement”).
ASSET PURCHASE AGREEMENT by and among OCZ Technology Group, Inc., a Delaware corporation, PC Power & Cooling, Inc., a corporation organized under the laws of California, and Douglas A. Dodson Dated as of May 25, 2007Asset Purchase Agreement • December 4th, 2009 • Ocz Technology Group Inc • Computer storage devices • California
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of May 25 2007, by and among OCZ Technology Group, Inc., a Delaware corporation (“Purchaser”), Mr. Douglas A. Dodson, an individual (“Dodson”), and PC Power & Cooling, Inc., a California corporation (“Company,” together with Dodson, collectively referred to as “Sellers”). Purchaser and Sellers are sometimes referred to herein as “Party” and collectively as the “Parties.”
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 30th, 2009 • Ocz Technology Group Inc • Computer storage devices • California
This Executive Employment Agreement (“Agreement”) is made effective as of April 4, 2006 (“Effective Date”), by and between OCZ Technology Group, Inc. (“Company”) and Alex Mei (“Executive”).
BCInet, Inc. SECURED PROMISSORY NOTESecured Promissory Note • September 30th, 2009 • Ocz Technology Group Inc • Computer storage devices • California
For value received, BCInet, Inc., a Delaware corporation (the “Borrower”), promises to pay to OCZ Technology Group, Inc., a Delaware corporation (the “Lender”), or the Lender’s assignees, the principal sum of $311,215.00 together with interest upon the terms and conditions set forth in this Secured Promissory Note (the “Note”).
ASSET PURCHASE AND SALE AGREEMENTAsset Purchase Agreement • December 4th, 2009 • Ocz Technology Group Inc • Computer storage devices • California
This Asset Purchase and Sale Agreement (this “Agreement”) is made and entered into effective as of August 31, 2009, by and between BCINET, INC., a Delaware corporation (“Buyer”), and OCZ TECHNOLOGY GROUP, INC., a Delaware corporation (“Seller”).
OCZ Technology Group, Inc. and Computershare Trust Company, N.A. Rights Agreement Dated as of October 25, 2011Rights Agreement • October 28th, 2011 • Ocz Technology Group Inc • Computer storage devices • Delaware
This Rights Agreement, dated as of October 25, 2011 (this “Agreement”), is by and between OCZ Technology Group, Inc., a Delaware corporation (the “Corporation”), and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 4th, 2010 • Ocz Technology Group Inc • Computer storage devices
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 29, 2010, by and among OCZ Technology Group, Inc., a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 21st, 2009 • Ocz Technology Group Inc
THIS AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into this 11th Day of February 2009, by and between Silicon Valley Bank (“Bank”) and OCZ Technology Group, Inc.. a Delaware corporation (“Borrower”) whose address is 860 E. Arques Avenue, Sunnyvale, CA 94085.
CREDIT AGREEMENT by and among WELLS FARGO CAPITAL FINANCE, LLC, as Administrative Agent, WELLS FARGO CAPITAL FINANCE, LLC, as Sole Lead Arranger, WELLS FARGO CAPITAL FINANCE, LLC, as Sole Book Runner, THE LENDERS THAT ARE PARTIES HERETO as the...Credit Agreement • July 10th, 2012 • Ocz Technology Group Inc • Computer storage devices • California
THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of May 10, 2012, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as sole lead arranger (in such capacity, together with its successors and assigns in such capacity, the “Sole Lead Arranger”), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as sole book runner (in such capacity, together with its successors and assigns in such capacity, the “Sole Book Runner”) and OCZ TECHNOLOGY GROUP, INC., a Delaware corporation (“Borrower”).
LEASE EXTENSION AGREEMENT THIS AGREEMENT made the 21st day of MAY 2010Lease Extension Agreement • May 27th, 2010 • Ocz Technology Group Inc • Computer storage devices
WHEREAS the Tenant holds the premise known Municipally as 160 KONRAD CRES., Unit #1, Markham, Ontario pursuant to the provisions of a lease dated the 21st day of APRIL 2005 which expires on the 30th day of JUNE 2010 (hereinafter referred to as the “said Lease”).
AMENDMENT NO. 2 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 15th, 2011 • Ocz Technology Group Inc • Computer storage devices • California
THIS AMENDMENT No. 2 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment") is entered into this 21 day of April, 2011, by and between OCZ TECHNOLOGY GROUP INC, a Delaware corporation (-Borrower") and SILICON VALLEY BANS ("Bank"), Capitalized terms used herein without definition shall have the same meanings given them in the Loan Agreement (as defined below).
AGREEMENT AND PLAN OF MERGERMerger Agreement • September 30th, 2009 • Ocz Technology Group Inc • Computer storage devices • Delaware
This Agreement and Plan of Merger (this “Agreement”), dated as of December 17, 2004, by and between OCZ Technology Group, Inc., an Indiana corporation (the “Indiana Company”), and OCZ Technology Group (Delaware), Inc., a Delaware corporation (the “Delaware Company”).
ContractWarrant Agreement • March 26th, 2010 • Ocz Technology Group Inc • Computer storage devices • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS (I) A REGISTRATION STATEMENT COVERING SUCH SECURITIES IS EFFECTIVE UNDER THE SECURITIES ACT OR (II) THE TRANSACTION IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT AND, IF THE ISSUER REQUESTS, AN OPINION SATISFACTORY TO THE ISSUER TO SUCH EFFECT HAS BEEN RENDERED BY COUNSEL.
SECURITY AGREEMENTSecurity Agreement • August 16th, 2013 • Ocz Technology Group Inc • Computer storage devices • New York
This SECURITY AGREEMENT, dated as of August 12, 2013 (this “Agreement”), is among OCZ Technology Group, Inc., a Delaware corporation (the “Company”), one or more domestic subsidiaries of the Company signatory hereto (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and Collateral Agents, LLC, as collateral agent (the “Agent”) for the holders of the Company’s 9% Secured Convertible Debentures due one year following their issuance, in the original aggregate principal amount of $13,098,500 (collectively, the “Debentures”), their endorsees, transferees and assigns (collectively, the “Secured Parties”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 21st, 2009 • Ocz Technology Group Inc • California
This Executive Employment Agreement (“Agreement”) is made effective as of April 4, 2006 (“Effective Date”), by and between OCZ Technology Group, Inc. (“Company”) and Ryan Petersen (“Executive”).
AGREEMENT AND PLAN OF MERGER by and among OCZ TECHNOLOGY GROUP, INC. a Delaware corporation, MELROSE MERGER SUB, INC. a Delaware corporation, SANRAD INC. a Delaware corporation and CERTAIN STOCKHOLDERS OF SANRAD INC.Merger Agreement • January 13th, 2012 • Ocz Technology Group Inc • Computer storage devices • Delaware
This Agreement and Plan of Merger is made and entered into as of January 9, 2012, by and among OCZ Technology Group, Inc., a Delaware corporation (“Parent”), Melrose Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Sanrad Inc., a Delaware corporation (the “Company”), and the stockholders of the Company listed on the signature pages to this Agreement (collectively, the “Principal Stockholders”). Capitalized terms used but not defined in this Agreement are defined in Exhibit A.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 26th, 2010 • Ocz Technology Group Inc • Computer storage devices • New York
This Securities Purchase Agreement (this “Agreement”) is made and entered into as of March 23, 2010 (the “Execution Date”), by and among OCZ Technology Group, Inc., a Delaware corporation (the “Company”), and each of the purchasers listed on Schedule A attached hereto (collectively, the “Purchasers” and individually, a “Purchaser”).
BCInet, Inc. SECURED CONVERTIBLE PROMISSORY NOTESecured Convertible Promissory Note • September 30th, 2009 • Ocz Technology Group Inc • Computer storage devices • California
FOR VALUE RECEIVED, and in connection with the Asset Purchase Agreement of even date herewith (the “Purchase Agreement”) between BCINET, INC., a Delaware corporation (“Maker”), and OCZ TECHNOLOGY GROUP, INC., a Delaware corporation (“Holder”), the undersigned Maker hereby promises to pay to the order of Holder, or the lawful assignee of Holder, at such place as Holder of this Note may from time to time designate in writing, the principal sum of up to $414,200, together with simple interest on the unpaid principal balance at the rate of three percent (3%) per annum.
SEPARATION AGREEMENT AND RELEASESeparation Agreement • August 9th, 2012 • Ocz Technology Group Inc • Computer storage devices • California
This Separation Agreement and Release together with Exhibits (“Agreement”) is made by and between OCZ Technology Group, Inc. (the “Company”), and Arthur F. Knapp, Jr. Chief Financial Officer (“Executive”).
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 7th, 2013 • Ocz Technology Group Inc • Computer storage devices
This THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of September 17, 2013, by and between HERCULES TECHNOLOGY GROWTH CAPITAL, INC. (“Lender”) and OCZ TECHNOLOGY GROUP, INC. (“OCZ”), and each of its Domestic Subsidiaries and SANRAD INC. (hereinafter together with OCZ collectively referred to as “Borrower”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 30th, 2009 • Ocz Technology Group Inc • Computer storage devices • California
This Executive Employment Agreement (“Agreement”) is made effective as of November 30, 2007 (“Effective Date”), by and between OCZ Technology Group, Inc. (“Company”) and Justin Shong (“Executive”).
PROMISSORY NOTEPromissory Note • December 4th, 2009 • Ocz Technology Group Inc • Computer storage devices • California
For value received, OCZ TECHNOLOGY GROUP, INC., a Delaware corporation (the “Borrower”), promises to pay to THE RYAN PETERSEN AND SARITA NUNEZ BERNAL TRUST (the “Lender”) or his assignees, the Principal (defined below) and all accrued and unpaid interest thereon upon the terms and conditions under this Promissory Note (the “Note”).
