STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 31st, 2011 • Video Display Corp • Electronic components & accessories • Georgia
THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is effective as of March 1, 2011 (the “Effective Date”), between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Seller”), and FI ACQUISITION LLC, a Georgia limited liability company (“Purchaser”).
COMMERCIAL LEASE CONTRACTCommercial Lease Contract • May 29th, 2009 • Video Display Corp • Electronic components & accessories
THIS LEASE, made this 1st day of November, 2008, by and between Ronald D. Ordway, first party (hereinafter called “Landlord”), and Video Display Corp., second party (hereinafter called “Tenant”).
VIDEO DISPLAY CORPORATION BUILDING TUCKER, GEORGIA 30084 COMMERCIAL LEASE AGREEMENT between RONALD D. ORDWAY (“LANDLORD”) AND VIDEO DISPLAY CORPORATION (“TENANT”)Commercial Lease Agreement • May 29th, 2015 • Video Display Corp • Electronic components & accessories • Georgia
This COMMERCIAL LEASE AGREEMENT (this “Lease”) is made and entered into as of March , 2015, by and between Ronald D ORDWAY, an individual (“Landlord”), and VIDEO DISPLAY CORPORATION, a Georgia corporation (“Tenant”). The following exhibits and attachments are incorporated into and made a part of this Lease: EXHIBIT A (Survey of Premises), EXHIBIT B (Tenant Insurance Requirements), and EXHIBIT C (Building Rules and Regulations).
AMENDMENT TO CREDIT AGREEMENT AND CONSENTCredit Agreement • May 31st, 2011 • Video Display Corp • Electronic components & accessories • Georgia
This Amendment to Credit Agreement and Consent (this “Amendment”) is made and entered into as of May __, 2011 but effective as of February 28, 2011, by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrowers”) and RBC BANK (USA), as administrative agent (the “Agent”), and RBC BANK (USA), as a lender (“RBC”), and COMMUNITY & SOUTHERN BANK (“CSB”), as a lender (RBC and CSB, the “Lenders”);
SECOND AMENDMENT TO $17,000,000 COMMERCIAL PROMISSORY NOTE: C & ICommercial Promissory Note • October 15th, 2010 • Video Display Corp • Electronic components & accessories • Georgia
This Second Amendment to $17,000,000 Commercial Promissory Note: C & I (this “Amendment”) is made and entered into as of September ___, 2010 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), FOX INTERNATIONAL, LTD., INC. (“Fox”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Fox, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrower”), and RBC BANK (USA) (formerly known as RBC Centura Bank) (the “Bank”);
FIFTH AMENDMENT TO CREDIT AGREEMENT AND CONSENTCredit Agreement • May 29th, 2012 • Video Display Corp • Electronic components & accessories • Georgia
This Fifth Amendment to Credit Agreement and Consent (this “Amendment”) is made and entered into as of May , 2012 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”), AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Z-Axis, Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrowers”) and PNC BANK, NATIONAL ASSOCIATION (as successor to RBC Bank USA)), as administrative agent (the “Agent”), and PNC BANK, NATIONAL ASSOCIATION (as successor to RBC Bank USA)), as a lender (“PNC”), and COMMUNITY & SOUTHERN BANK (“CSB”), as a lender (PNC and CSB, the “Lenders”);
AMENDMENT TO LOAN AND SECURITY AGREEMENT AND WAIVERLoan and Security Agreement • August 27th, 2009 • Video Display Corp • Electronic components & accessories • Georgia
This Amendment to Loan and Security Agreement and Waiver (this “Amendment”) is made and entered into as of August 25, 2009 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), FOX INTERNATIONAL, LTD., INC. (“Fox”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Fox, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrower”), and RBC BANK (USA) (formerly known as RBC Centura Bank) (the “Bank”);
STOCK PURCHASE AGREEMENT AMONG VIDEO DISPLAY CORPORATION, Z-AXIS HOLDINGS, INC AND Z-AXIS, INC October 3, 2013Stock Purchase Agreement • October 15th, 2013 • Video Display Corp • Electronic components & accessories • New York
THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of October 3, 2013 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (the “Seller”), and Z-AXIS HOLDINGS, INC, a corporation organized under the laws of the State of New York (the “Buyer”) and Z-AXIS, Inc. (the Company) The Buyer and the Seller are referred to collectively herein as the “Parties.”
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 17th, 2012 • Video Display Corp • Electronic components & accessories • Georgia
This Second Amendment to Credit Agreement (this “Amendment”) is made and entered into as of July , 2011 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrowers”) and RBC BANK (USA), as administrative agent (the “Agent”), and RBC BANK (USA), as a lender (“RBC”), and COMMUNITY & SOUTHERN BANK (“CSB”), as a lender (RBC and CSB, the “Lenders”);
ContractSubordinated Note Agreement • July 6th, 2006 • Video Display Corp • Electronic components & accessories
The rights and remedies of Ronald D. Ordway under this instrument are subject to the terms and conditions of those certain Debt Subordination Agreements dated as of June 28, 2006 among Ronald D. Ordway, Video Display Corporation, its subsidiaries and each of RBC Centura Bank and Regions Bank, as each may be amended from time to time, each of which is incorporated herein by specific reference thereto to the same extent as if fully set forth herein.
CREDIT AGREEMENT Dated as of December 23, 2010 among VIDEO DISPLAY CORPORATION, LEXEL IMAGING SYSTEMS, INC., FOX INTERNATIONAL LTD., INC., Z-AXIS, INC., TELTRON TECHNOLOGIES, INC., and AYDIN DISPLAYS, INC. as Borrowers, RBC BANK (USA) as...Credit Agreement • December 30th, 2010 • Video Display Corp • Electronic components & accessories • Georgia
[to the best knowledge of the undersigned during such fiscal period, each Borrower performed and observed each covenant and condition of the Loan Documents applicable to it, and no Default has occurred and is continuing.] —or—
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 28th, 2010 • Video Display Corp • Electronic components & accessories • Georgia
This Second Amendment to Loan and Security Agreement (this “Amendment”) is made and entered into as of February 26, 2010 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), FOX INTERNATIONAL, LTD., INC. (“Fox”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Fox, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrower”), and RBC BANK (USA) (formerly known as RBC Centura Bank) (the “Bank”);
COMMERCIAL LEASE CONTRACTCommercial Lease Contract • June 1st, 2004 • Video Display Corp • Electronic components & accessories
THIS LEASE, made this 1st day of November, 2003, by and between Ronald D. Ordway, first party (hereinafter called "Landlord"), and Video Display Corp., second party (hereinafter called "Tenant"),
WAIVER AGREEMENTWaiver Agreement • January 14th, 2010 • Video Display Corp • Electronic components & accessories • Georgia
This Waiver Agreement (this “Agreement”) is made and entered into as of January 12, 2010 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), FOX INTERNATIONAL, LTD., INC. (“Fox”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Fox, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrower”), RONALD D. ORDWAY (“Guarantor”), and RBC BANK (USA) (formerly known as RBC Centura Bank) (the “Bank”) (the “Bank”);
ASSET PURCHASE AGREEMENT DATED AS OF AUGUST 13, 2013 BY AND AMONG VIDEO DISPLAY CORPORATION, AYDIN DISPLAYS, INC. AND SPARTON AYDIN, LLCAsset Purchase Agreement • October 15th, 2013 • Video Display Corp • Electronic components & accessories • Illinois
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of August 13, 2013 is made by and among Aydin Displays, Inc., a Georgia corporation (the “Seller”), Video Display Corporation, a Georgia corporation (“Shareholder”) and Sparton Aydin, LLC, a Delaware limited liability company (“Buyer”).
SEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 14th, 2014 • Video Display Corp • Electronic components & accessories • Georgia
This Seventh Amendment to Credit Agreement (this “Amendment”) is made and entered into as of November 27, 2013 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrowers”) and COMMUNITY & SOUTHERN BANK, as administrative agent (the “Agent”), the successor administrative agent to PNC Bank, National Association (as successor to RBC Bank USA) (“PNC”)), COMMUNITY & SOUTHERN BANK (“CSB”), as sole lender (individually the “Lender” and collectively with any other lender becoming a party to the herein defined “Credit Agreement”, the “Lenders”);
SIXTH AMENDMENT TO CREDIT AGREEMENT AND WAIVERCredit Agreement • October 15th, 2013 • Video Display Corp • Electronic components & accessories • Georgia
This Sixth Amendment to Credit Agreement and Waiver (this “Amendment”) is made and entered into as of September 6, 2013 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrowers”) and COMMUNITY & SOUTHERN BANK, as administrative agent (the “Agent”), the successor administrative agent to PNC Bank, National Association (as successor to RBC Bank USA) (“PNC”)), COMMUNITY & SOUTHERN BANK (“CSB”), as sole lender (individually the “Lender” and collectively with any other lender becoming a party to the herein defined “Credit Agreement”, the “Lenders”);
AMENDMENT TO LOAN DOCUMENTS AND WAIVERAmendment to Loan Documents and Waiver • May 29th, 2009 • Video Display Corp • Electronic components & accessories • Georgia
This Amendment to Loan Documents and Waiver (this “Amendment”) is made and entered into as of May 27, 2009 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), FOX INTERNATIONAL, LTD., INC. (“Fox”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Fox, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrower”) and RBC BANK (USA) (the “Bank”);
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 17th, 2012 • Video Display Corp • Electronic components & accessories • Georgia
This Third Amendment to Credit Agreement (this “Amendment”) is made and entered into as of September 1, 2011 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrowers”) and RBC BANK (USA), as administrative agent (the “Agent”), and RBC BANK (USA), as a lender (“RBC”), and COMMUNITY & SOUTHERN BANK (“CSB”), as a lender (RBC and CSB, the “Lenders”);
RBC BANK (USA) Loan and Security AgreementLoan and Security Agreement • January 15th, 2009 • Video Display Corp • Electronic components & accessories • Georgia
FOR VALUE RECEIVED, the undersigned (whether one or more, “Borrower”) promises to pay to RBC BANK (USA) (“Bank”) (formerly known as RBC Centura Bank), or order, the sum of Seventeen Million Dollars ($17,000,000), or so much thereof as shall have been disbursed from time to time and remains unpaid, together with interest at the rate and payable in the manner hereinafter stated. Principal and interest shall be payable at any banking office of Bank in the city or town indicated above, or such other place as the holder of this Note may designate. This Note is issued in renewal of that certain Commercial Promissory Note (C&I), dated as of June ___, 2007, from Borrower to the order of Bank in the original principal amount of $8,500,000.
LOAN AND SECURITY AGREEMENT among VIDEO DISPLAY CORPORATION “Parent” Parent’s Subsidiaries That Are Parties Hereto “Subsidiaries” andLoan and Security Agreement • July 6th, 2006 • Video Display Corp • Electronic components & accessories • Georgia
LOAN AGREEMENT (and Promissory Note)Loan Agreement • June 20th, 2005 • Video Display Corp • Electronic components & accessories • Georgia
FOURTH AMENDMENT TO CREDIT AGREEMENT AND CONSENTCredit Agreement • May 29th, 2012 • Video Display Corp • Electronic components & accessories • Georgia
This Fourth Amendment to Credit Agreement and Consent (this “Amendment”) is made and entered into as of January , 2012 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrowers”) and RBC BANK (USA), as administrative agent (the “Agent”), and RBC BANK (USA), as a lender (“RBC”), and COMMUNITY & SOUTHERN BANK (“CSB”), as a lender (RBC and CSB, the “Lenders”);
LEASE AGREEMENTLease Agreement • May 29th, 2015 • Video Display Corp • Electronic components & accessories
This LEASE AGREEMENT (the “Lease”) is made and entered into this 20th day of Feb., 2015, by and between Ordway Properties LLC, a Georgia LLC (“Landlord”), with an address of 1868 Tucker Industrial Road, Tucker GA 30084, and Video Display Corporation, a Georgia corporation (“Tenant”) with an address of 1868 Tucker Industrial Road, Tucker, Georgia 30084.
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT AND WAIVERLoan and Security Agreement • July 19th, 2010 • Video Display Corp • Electronic components & accessories • Georgia
This Third Amendment to Loan and Security Agreement and Waiver (this “Agreement”) is made and entered into as of July 16, 2010 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (“Parent”), LEXEL IMAGING SYSTEMS, INC. (“Lexel”), FOX INTERNATIONAL, LTD., INC. (“Fox”), Z-AXIS, INC. (“Z-Axis”), TELTRON TECHNOLOGIES, INC. (“Teltron”) and AYDIN DISPLAYS, INC. (“Aydin” and together with Lexel, Fox, Z-Axis and Teltron, collectively, the “Subsidiaries”; and the Subsidiaries, together with Parent, collectively, the “Borrower”), RONALD D. ORDWAY (“Guarantor”), and RBC BANK (USA) (formerly known as RBC Centura Bank) (the “Bank”) (the “Bank”);
ContractSubordinated Note Agreement • June 14th, 2006 • Video Display Corp • Electronic components & accessories • Georgia
The rights and remedies of Ronald D. Ordway under this instrument are subject to the terms and conditions of that certain Debt Subordination Agreement dated as of February 27, 2006 between Ronald D. Ordway and Bank of America, N.A., as it may be amended from time to time, which is incorporated herein by specific reference thereto to the same extent as if fully set forth herein.
STOCK PURCHASE AGREEMENT AMONG VIDEO DISPLAY CORPORATION, Z-AXIS HOLDINGS, INC AND Z-AXIS, INC October 3, 2013Stock Purchase Agreement • January 14th, 2014 • Video Display Corp • Electronic components & accessories • New York
THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of October 3, 2013 by and between VIDEO DISPLAY CORPORATION, a Georgia corporation (the “Seller”), and Z-AXIS HOLDINGS, INC, a corporation organized under the laws of the State of New York (the “Buyer”) and Z-AXIS, Inc. (the Company) The Buyer and the Seller are referred to collectively herein as the “Parties.”
