LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 15th, 2021 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of March 12, 2021 (the “Effective Date”) between (a) SILICON VALLEY BANK, a California corporation (“Bank”), and (b) (i) ZOOM TELEPHONICS, INC., a Delaware corporation (“Zoom”), and (ii) MINIM INC., a Delaware corporation (“Minim”, together with Zoom, jointly and severally, individually and collectively, the “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 25th, 2024 • Minim, Inc. • Telephone & telegraph apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 23, 2024, between MINIM, INC., a Delaware corporation (the “Company”), and Mr. David Lazar, the purchaser identified on the signature pages hereto (including his successors and assigns, the “Purchaser” or “Lazar”)).
SUBSCRIPTION AND INFORMATION AGENT AGREEMENTSubscription and Information Agent Agreement • June 22nd, 2015 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Pennsylvania
This Subscription and Information Agent Agreement (the “Agreement”) is entered into as of this 6th day of April 2015 by and between, Zoom Telephonics, Inc., organized and existing under the laws of Delaware (the “Corporation”), and Broadridge Corporate Issuer Solutions, Inc., a corporation having its principal offices in Philadelphia, Pennsylvania (“Broadridge”).
dated as of November 18, 2015 between ZOOM TELEPHONICS, INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights AgentRights Agreement • November 18th, 2015 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
Page SECTION 1. Certain Definitions 1 SECTION 2. Appointment of Rights Agent 11 SECTION 3. Issue of Rights and Right Certificates 11 SECTION 4. Form of Right Certificates 14 SECTION 5. Execution, Countersignature and Registration 14 SECTION 6. Transfer, Split-Up, Combination and Exchange of Right Certificates; Mutilated, Destroyed, Lost or Stolen Right Certificates; Uncertificated Rights 15 SECTION 7. Exercise of Rights; Expiration Date of Rights 16 SECTION 8. Cancelation and Destruction of Right Certificates 18 SECTION 9. Reservation and Availability of Preferred Shares 18 SECTION 10. Preferred Shares Record Date 20 SECTION 11. Adjustments in Rights After There Is an Acquiring Person; Exchange of Rights for Shares; Business Combinations 20 SECTION 12. Certain Adjustments 24 SECTION 13. Certificate of Adjustment 25 SECTION 14. Additional Covenants 26 SECTION 15. Fractional Rights and Fractional Shares 26 SECTION 16. Rights of Action 28 SECTION 17. Transfer and Ownership of Rights and R
dated as of November 18, 2015 between ZOOM TELEPHONICS, INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights AgentSection 382 Rights Agreement • January 14th, 2016 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
Page SECTION 1. Certain Definitions 1 SECTION 2. Appointment of Rights Agent 11 SECTION 3. Issue of Rights and Right Certificates 11 SECTION 4. Form of Right Certificates 14 SECTION 5. Execution, Countersignature and Registration 14 SECTION 6. Transfer, Split-Up, Combination and Exchange of Right Certificates; Mutilated, Destroyed, Lost or Stolen Right Certificates; Uncertificated Rights 15 SECTION 7. Exercise of Rights; Expiration Date of Rights 16 SECTION 8. Cancelation and Destruction of Right Certificates 18 SECTION 9. Reservation and Availability of Preferred Shares 18 SECTION 10. Preferred Shares Record Date 20 SECTION 11. Adjustments in Rights After There Is an Acquiring Person; Exchange of Rights for Shares; Business Combinations 20 SECTION 12. Certain Adjustments 24 SECTION 13. Certificate of Adjustment 25 SECTION 14. Additional Covenants 26 SECTION 15. Fractional Rights and Fractional Shares 26 SECTION 16. Rights of Action 28 SECTION 17. Transfer and Ownership of Rights and R
MINIM, INC. Common Stock, PAR VALUE $0.01 Per share UNDERWRITING AGREEMENTUnderwriting Agreement • July 26th, 2021 • Minim, Inc. • Telephone & telegraph apparatus • New York
EMPLOYMENT AGREEMENTEmployment Agreement • August 16th, 2022 • Minim, Inc. • Telephone & telegraph apparatus • Massachusetts
This Employment Agreement (the “Agreement”) is made as of the 15th day of August 2022, by and between Minim, Inc. (the “Company”) and Dustin Tacker (the “Employee”).
AgreementSeverance Agreement • May 14th, 2010 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus
This agreement is made as of this date of December 8, 2009 by and between Zoom Telephonics, Inc. (“the Company”), and Frank B. Manning (“Zoom Executive”).
SUBORDINATION AGREEMENTSubordination Agreement • December 5th, 2022 • Minim, Inc. • Telephone & telegraph apparatus
This Subordination Agreement (the “Agreement”) is made as of November 30, 2022, by and among the undersigned creditors set forth on the signature pages attached hereto (each individually and collectively, jointly and severally, “Creditor”), and SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 (“Bank”).
DEBT CONVERSION AgreementDebt Conversion Agreement • December 13th, 2023 • Minim, Inc. • Telephone & telegraph apparatus • Delaware
This Debt Conversion Agreement (this “Agreement”) is made and entered as of December 6, 2023 by and between Slingshot Capital, LLC, a Delaware limited liability company (the “Lender”), and Minim, Inc., a Delaware corporation (“Minim”). Capitalized terms used herein but not otherwise defined herein shall have the meaning set forth in the Loan Agreement (as defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 18th, 2024 • Minim, Inc. • Telephone & telegraph apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 12, 2024, among (i) MINIM, INC., a Delaware corporation (the “Company”), and (ii) Cao, Yu, an individual (“Cao”), Hu-Bin, an individual, and Youxin Consulting Limited, a Hong Kong company (each of the foregoing in (ii), a “Purchaser” and collectively, the “Purchasers”).
SUBSCRIPTION AGREEMENT FOR SHARES OF COMMON STOCKSubscription Agreement • October 26th, 2016 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Massachusetts
Name and Address of the Subscriber Tel. No. of the Subscriber Email Address of the Subscriber Soc. Sec. No. or EIN of the Subscriber $ Amount Subscribed
ZOOM TELEPHONICS, INC. NONQUALIFIED STOCK OPTION GRANTNonqualified Stock Option Grant • December 16th, 2009 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
The Zoom Telephonics, Inc. 2009 Stock Option Plan (the “Plan”) provides for the grant of options to purchase shares of common stock of the Company. The Compensation Committee of the Committee of Directors of the Company, or if no such entity exists, the entire Board of Directors (the “Committee”) has decided to make a stock option grant as an inducement for the Grantee to promote the best interests of the Company and its shareholders. Terms not defined herein have the meanings given to such terms in the Plan.
FORM OF PARENT STOCKHOLDER SUPPORT AGREEMENT MINIM, INC. SUPPORT AGREEMENTSupport Agreement • March 18th, 2024 • Minim, Inc. • Telephone & telegraph apparatus • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”), dated as of March 11, 2024, is made by and among Minim, Inc., a Delaware corporation (“Parent”), E2Companies, LLC., a Delaware limited liability company (the “Company”), and the undersigned holder (“Stockholder”) of shares of capital stock (the “Shares”) of Parent.
STOCK PURCHASE AGREEMENT dated as of May 26, 2020 by and between ZOOM TELEPHONICS, INC. and the INVESTORS PARTY HERETOStock Purchase Agreement • May 27th, 2020 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
THIS STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of May 26, 2020, by and between Zoom Telephonics, Inc., a Delaware corporation (“Zoom” or the “Company”), and persons and entities party hereto (the “Investors”).
April 7, 2023 VIA EMAIL Mehul Patel Dear Mehul:Separation Agreement • April 7th, 2023 • Minim, Inc. • Telephone & telegraph apparatus
The purpose of this letter agreement (“Agreement”) by and between Minim, Inc. (the “Company”) and you (sometimes referred to as “Patel”) is to set forth our mutual understanding and agreement with respect to your separation from employment with the Company. In consideration of the mutual covenants set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which you acknowledge, we have agreed as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 25th, 2024 • Minim, Inc. • Telephone & telegraph apparatus • New York
This Agreement (the “Agreement”) is entered into as of this 22nd day of July, 2024 (the “Effective Date”) by and among David Elliot Lazar, whose address is 30B, Tower 200 The Towers, Winston Churchill, San Francisco, Paitilla, Panama City, Panama 07196 (“Seller”), and Yihucha Technology Co., Ltd., whose address is at Aegis Chambers, 1st Floor, Ellen Skelton Building, 3076 Sir Francis Drake’s Highway, Road Town, Tortola VG1110, British Virgin Islands (“Purchaser”). Seller and Purchaser may be referred to herein as the “Parties” and each of them separately as a “Party”.
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • March 18th, 2024 • Minim, Inc. • Telephone & telegraph apparatus
The undersigned signatory of this lock-up agreement (this “Lock-Up Agreement”) understands that Minim, Inc., a Delaware corporation (including any successor thereto, “Parent”), has entered into an Agreement and Plan of Merger, dated as of March 11, 2024 (as the same may be amended from time to time, the “Merger Agreement”) with MME Sub 1 LLC, a Florida limited liability company and a wholly owned subsidiary of Parent, and e2Companies, LLC, a Florida limited liability company (the “Company”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.
BRIDGE LOAN AGREEMENTBridge Loan Agreement • December 5th, 2022 • Minim, Inc. • Telephone & telegraph apparatus • Massachusetts
This BRIDGE LOAN AGREEMENT is made as of November 30, 2022 (this “Agreement”) by and among (a) MINIM, INC., a Delaware corporation (as successor by merger to Zoom Telephonics, Inc.) (“Minim”), (b) CADENCE CONNECTIVITY, INC., a Delaware corporation (formerly known as Zoom Connectivity, Inc.) (“Cadence”) (Minim and Cadence are hereinafter sometimes referred to collectively as the “Borrowers” and each singly as a “Borrower”) and (c) SLINGSHOT CAPITAL, LLC, a Delaware limited liability company (the “Lender”) (the Lender and the Borrowers are hereinafter sometimes referred to collectively as the “Parties” and each singly as a “Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 21st, 2024 • Minim, Inc. • Telephone & telegraph apparatus • Delaware
This Agreement (the “Agreement”), is made and entered into as of February 20, 2024 (the “Agreement Date”), by and between Minim, Inc. (the “Company”), and David Lazar (the “Executive”, and together with the Company, the “Parties”)
STANDSTILL AND VOTING AGREEMENTStandstill and Voting Agreement • October 13th, 2020 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
THIS STANDSTILL AND VOTING AGREEMENT (this “Agreement”) is made as of October 9, 2020, by and among Zoom Telephonics, Inc., a Delaware corporation (the “Company”), Zulu Holdings LLC, a New Hampshire limited liability company (“Zulu”), and Jeremy P. Hitchcock (“Hitchcock”). The Company, Zulu and Hitchcock are each referred to herein as a “Party” and collectively as the “Parties”.
Domain Assignment and Transfer Agreement BY AND BETWEEN ZOOM TELEPHONICS, INC. AND JIANGSU LEIMONE ELECTRONICS CO., LTD. Dated: October 18, 2010Domain Assignment and Transfer Agreement • October 22nd, 2010 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
Domain Name Assignment and Transfer Agreement (“Agreement”) is made as of this 18th day of October, 2010 (“Effective Date”) by and between Zoom Telephonics, Inc., a corporation organized under the laws of the state of Delaware, USA (“Assignor”), and Jiangsu Leimone Electronics Co., Ltd. , a company organized under the laws of the People’s Republic of China (“Assignee”), a wholly owned subsidiary of Zoom Technologies, Inc. Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
Binding Letter AgreementBinding Letter Agreement • October 22nd, 2010 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
This Binding Letter Agreement is by and between Jiangsu Leimone Electronics Co., Ltd. (“Jiangsu Leimone”), Zoom Technologies, Inc. (“Zoom Technologies”), Zoom Telephonics, Inc. (“Zoom Telephonics”) and Tianjin Tong Guang Group Digital Communication Co. Ltd (“Tianjin Tong Guang”), (Jiangsu Leimone, Zoom Technologies and Zoom Telephonics collectively hereinafter “the Parties” and individually each a “Party”) and is effective as of October 18, 2010 (“Effective Date”).
License Back Agreement in the People’s Republic of China BY AND BETWEEN JIANGSU LEIMONE ELECTRONICS CO., LTD. AND ZOOM TELEPHONICS, INC. Dated: October 18, 2010License Back Agreement • October 22nd, 2010 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
This License Agreement (“Agreement”) is made as of this 18th day of October, 2010 (“Effective Date”) by and between Jiangsu Leimone Electronics Co., Ltd., a company organized under the laws of the People’s Republic of China (PRC), and Zoom Telephonics, Inc., a corporation organized under the laws of Delaware, USA. Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
ROSENTHAL & ROSENTHAL, INC. New York, NY 10018Financing Agreement • June 7th, 2019 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus
Reference is made to the Financing Agreement entered into between us dated December 18, 2012, as amended and/or supplemented (the "Financing Agreement"). Capitalized terms used herein and not otherwise defined shall have the meanings given them in the Financing Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • March 4th, 2022 • Minim, Inc. • Telephone & telegraph apparatus • New Hampshire
This Employment Agreement (the “Agreement”) is made as of the 2nd day of March 2022, by and between Minim, Inc. (the “Company”) and John Lauten (the “Executive”).
SUBSCRIPTION AND INFORMATION AGENT AGREEMENTSubscription and Information Agent Agreement • September 1st, 2011 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Pennsylvania
AGREEMENT AND PLAN OF MERGER BY AND AMONG MINIM, INC., MME SUB 1 LLC, AND E2COMPANIES LLC Dated as of March 12, 2024Merger Agreement • March 18th, 2024 • Minim, Inc. • Telephone & telegraph apparatus • Delaware
THIS AGREEMENT AND PLAN OF MERGER, is made and entered into as of March 12, 2024 (this “Agreement”), by and among MINIM, INC., a Delaware corporation (“Parent”), MME Sub 1 LLC, a Florida limited liability company (“Merger Sub”) and E2COMPANIES LLC, a Florida limited liability company (“Company”). Parent, Merger Sub and Company are each a “Party” and referred to collectively herein as the “Parties.” Certain capitalized terms used in this Agreement are defined in Exhibit A.
May 12, 2020 Via Email Joseph Wytanis Dear Joe:Separation Agreement • May 21st, 2020 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Massachusetts
The purpose of this letter agreement is to set forth our mutual understanding and agreement with respect to your separation from employment with Zoom Telephonics, Inc. (the “Company”). In consideration of the mutual covenants set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which you acknowledge, we have agreed as follows:
MINIM, INC. INDUCEMENT AWARD AGREEMENT FOR RESTRICTED STOCK UNITSInducement Award Agreement for Restricted Stock Units • December 16th, 2021 • Minim, Inc. • Telephone & telegraph apparatus • Delaware
This Inducement Award Agreement for Restricted Stock Units (this “Agreement”) is made and entered into as of December 6, 2021 (the “Grant Date”) by and between Minim, Inc., a Delaware corporation (the “Company”), and Mr. Bill Wallace (the “Grantee”).
TRADEMARK PURCHASE AND ASSIGNMENT AGREEMENTTrademark Purchase and Assignment Agreement • October 22nd, 2010 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
This TRADEMARK PURCHASE AND ASSIGNMENT AGREEMENT OF ZOOM MARKS IN THE PRC (“Agreement”) is made as of this 18th day of October, 2010 (“Effective Date”) by and between ZOOM TELEPHONICS, INC., a corporation organized under the laws of Delaware, USA (“Assignor”) and JIANGSU LEIMONE ELECTRONICS CO., LTD., a company organized under the laws of the People’s Republic of China that is a wholly-owned subsidiary of Zoom Technologies, Inc. (“Assignee”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • April 30th, 2021 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • New Hampshire
This Employment Agreement (the "Agreement") is made as of the 22.day of May, 2019, by and between MINIM, INC. (the "Company") and Graham Chynoweth (the "Employee").
Agreement and Plan of Merger by and among Zoom Telephonics, Inc., Elm Acquisition Sub, Inc., Minim Inc. and the Representative (as defined herein) November 12, 2020Merger Agreement • November 13th, 2020 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of November 12, 2020 (the “Agreement Date”) by and among Zoom Telephonics, Inc., a Delaware corporation (“Parent”), Elm Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Minim Inc., a Delaware corporation (the “ Company”), and prior to the Effective Time, Graham Chynoweth, and after the Effective Time, David Aronoff, solely in each such Person’s capacity as representative of the stockholders of the Company for certain purposes described in this Agreement (the “Representative”).
SUBSCRIPTION AND INFORMATION AGENT AGREEMENTSubscription and Information Agent Agreement • October 5th, 2010 • Zoom Telephonics, Inc. • Telephone & telegraph apparatus • Pennsylvania
Re: Letter Agreement re Product PurchaseLetter Agreement • January 25th, 2024 • Minim, Inc. • Telephone & telegraph apparatus • Illinois
This letter agreement (“Letter Agreement”) memorializes the agreement between Minim, Inc. (“Minim”) and Motorola Mobility, LLC (“Motorola”) (collectively, the “Parties”) pertaining to Motorola’s purchase of certain Products as defined in (i) the License Agreement for modems and routers, effective January 1, 2016, as amended (the “Modem Agreement”), and (ii) the License Agreement for home security devices and services effective March 27, 2020, as amended (the “Home Security Agreement”) between Motorola and Minim. The Modem Agreement and Home Security Agreement are referred to collectively herein as the “License Agreements.” Any capitalized term below that is not otherwise defined shall have the meaning ascribed in the License Agreements. The Parties have further agreed that, in view of Minim’s stated inability and failure to properly service the Products, that Minim will transfer ownership of and access to certain customer support platforms and the Moto Sync and Moto Manage application
