EXHIBIT 10.4 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of July 3, 2003, by and among Datatec Systems, Inc., a Delaware corporation (the "COMPANY"), and the undersigned Investors (each, an "INVESTOR" and...Registration Rights Agreement • July 7th, 2003 • Datatec Systems Inc • Services-computer integrated systems design • New York
EMPLOYMENT AND NON-COMPETITION AGREEMENT RAYMOND KOCH This EMPLOYMENT AND NON- COMPETITION AGREEMENT (this "Agreement"), dated as of November 1, 1996, is between Glasgal Communications, Inc., a Delaware corporation (the "Employer") and Raymond Koch...Employment Agreement • August 13th, 1997 • Glasgal Communications Inc • Services-computer integrated systems design • New Jersey
EXHIBIT 10.33 STOCK PURCHASE AGREEMENT BY AND BETWEEN DATATEC SYSTEMS, INC.Stock Purchase Agreement • October 4th, 2002 • Datatec Systems Inc • Services-computer integrated systems design • California
ARTICLE IStock Purchase Agreement • August 13th, 1999 • Datatec Systems Inc • Services-computer integrated systems design • New York
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT This First Amendment to Loan and Security Agreement (this "Amendment") is made and entered into effective as of the 15th day of December, 1999, by and between FINOVA Capital Corporation, a Delaware...Loan and Security Agreement • July 31st, 2000 • Datatec Systems Inc • Services-computer integrated systems design • Arizona
SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the "AGREEMENT"), dated as of April 30, 1998, by and among Datatec Systems, Inc., a Delaware corporation, with headquarters located at 20C Commerce Way, Totowa, NJ 07512 (the "COMPANY"), and...Securities Purchase Agreement • May 6th, 1998 • Datatec Systems Inc • Services-computer integrated systems design • New York
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of April 3, 2002, by and among Datatec Systems, Inc., a Delaware corporation (the "Company"), and the undersigned Investors (each, an "Investor" and collectively,...Registration Rights Agreement • April 5th, 2002 • Datatec Systems Inc • Services-computer integrated systems design • New York
EXHIBIT 1.1 4,000,000 Shares(1) [GLASGAL COMMUNICATIONS, INC.] Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 12th, 1997 • Glasgal Communications Inc • Services-computer integrated systems design • New York
WITNESSETHRights Agreement • July 18th, 2003 • Datatec Systems Inc • Services-computer integrated systems design
EXHIBIT 10.5 SECURITY AGREEMENT THIS SECURITY AGREEMENT (the "AGREEMENT") is made and entered into as of July 3, 2003, by and among [ ] (together, the "SECURED PARTY") and Datatec Systems, Inc. ("DSI" or the "DEBTOR"). WITNESSETH: WHEREAS, pursuant to...Security Agreement • July 7th, 2003 • Datatec Systems Inc • Services-computer integrated systems design • New York
EXHIBIT 10.3 VOID AFTER 5:00 P.M., NEW YORK, NEW YORK LOCAL TIME ON ____________, 2007. THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF (COLLECTIVELY THE "SECURITIES") HAVE BEEN ACQUIRED FOR INVESTMENT ONLY AND HAVE NOT BEEN...Warrant Agreement • April 23rd, 2003 • Datatec Systems Inc • Services-computer integrated systems design
GUARANTY (By Corporation)Guaranty • October 4th, 2002 • Datatec Systems Inc • Services-computer integrated systems design
STOCK PURCHASE AGREEMENT By and Among David H. Tobey, Datatec Systems, Inc.Stock Purchase Agreement • March 20th, 1998 • Datatec Systems Inc • Services-computer integrated systems design • New York
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT This Second Amendment to Loan and Security Agreement (this "Amendment") is made and entered into effective as of the ____ day of April, 2000, by and between FINOVA Capital Corporation, a Delaware...Loan and Security Agreement • July 31st, 2000 • Datatec Systems Inc • Services-computer integrated systems design • Arizona
EXHIBIT 10.6 AMENDMENT TO RIGHTS AGREEMENT THIS AMENDMENT TO RIGHTS AGREEMENT (this "Amendment"), dated as of July 3, 2003, is between DATATEC SYSTEMS, INC., a Delaware corporation (the "Company"), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as...Rights Agreement • July 7th, 2003 • Datatec Systems Inc • Services-computer integrated systems design
ARTICLE 1 DIP FACILITY Section 1.1 Revolving Advances.................................................1 Section 1.2 Notes..............................................................2 Section 1.3 Use of...Revolving Credit Agreement • December 15th, 2004 • Datatec Systems Inc • Services-computer integrated systems design • New York
ADDRESS: 23 MADISON ROAD FAIRFIELD, NEW JERSEY 07004Loan and Security Agreement • August 13th, 1997 • Glasgal Communications Inc • Services-computer integrated systems design • New York
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of May 1, 2000, by and between Datatec Systems, Inc., a Delaware corporation located at 23 Madison Road, Fairfield, New Jersey 07004 (the "Company") and Isaac...Employment Agreement • July 31st, 2000 • Datatec Systems Inc • Services-computer integrated systems design • New York
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of December 31, 1996, by and between Glasgal Communications, Inc., a Delaware corporation located at 151 Veterans Drive, Northvale, New Jersey 07647 (the...Employment Agreement • August 13th, 1997 • Glasgal Communications Inc • Services-computer integrated systems design • New Jersey
ACKNOWLEDGMENT, WAIVER AND AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • October 4th, 2002 • Datatec Systems Inc • Services-computer integrated systems design
CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSIONLicense Agreement • November 6th, 1997 • Glasgal Communications Inc • Services-computer integrated systems design • California
EXHIBIT 10.34 DATATEC SYSTEMS, INC. INVESTOR RIGHTS AGREEMENT NOVEMBER 2, 2001 DATATEC SYSTEMS, INC. INVESTOR RIGHTS AGREEMENT This Investor Rights Agreement (the "Agreement") is made as of this 2nd day of November, 2001, by and between Datatec...Investor Rights Agreement • October 4th, 2002 • Datatec Systems Inc • Services-computer integrated systems design • California
EXHIBIT 10.3 NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY OTHER APPLICABLE SECURITIES LAWS IN RELIANCE UPON AN EXEMPTION FROM THE...Stock Purchase Warrant • July 7th, 2003 • Datatec Systems Inc • Services-computer integrated systems design
EMPLOYMENT AGREEMENT AGREEMENT made as of this 24th day of April, 1996, by and between COMPUTER-AIDED SOFTWARE INTEGRATION, INC., a Delaware corporation with its principal office at 12477 West Cedar Drive, Suite 201, Lakewood, Colorado 80228 ("CASI"),...Employment Agreement • August 13th, 1997 • Glasgal Communications Inc • Services-computer integrated systems design • New York
andRights Agreement • February 24th, 1998 • Datatec Systems Inc • Services-computer integrated systems design • New York
DATATEC SYSTEMS, INC., DATATEC INDUSTRIES, INC. AND EAGLE ACQUISITION PARTNERS, INC. (AND/OR ITS DESIGNEES)Asset Purchase Agreement • March 21st, 2005 • Datatec Systems Inc • Services-computer integrated systems design • New York
CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSIONReseller Agreement • November 6th, 1997 • Glasgal Communications Inc • Services-computer integrated systems design • California
WITNESSETH: -----------Security Agreement • April 5th, 2002 • Datatec Systems Inc • Services-computer integrated systems design • New York
EMPLOYMENT AGREEMENT AGREEMENT made as of this 31st day of July, 1996, by and between HH COMMUNICATIONS, INC., an Illinois corporation with its principal office at 650 North Dearborn, Suite 500, Chicago, Illinois 60610 ("HH"), FRANK FRAZEL, residing...Employment Agreement • August 13th, 1997 • Glasgal Communications Inc • Services-computer integrated systems design • New York
EXHIBIT 10.1 NOTE PURCHASE AGREEMENT THIS NOTE PURCHASE AGREEMENT, dated as of July 3, 2003 (this "AGREEMENT"), is entered into by and among the Investors who are signatories hereto (each an "INVESTOR" and together the "INVESTORS") and Datatec...Note Purchase Agreement • July 7th, 2003 • Datatec Systems Inc • Services-computer integrated systems design • New York
CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT By and Among GLASGAL COMMUNICATIONS, INC.Convertible Preferred Stock Purchase Agreement • November 27th, 1996 • Glasgal Communications Inc • Services-computer integrated systems design • New York
ANDSecurity and Pledge Agreement • December 15th, 2004 • Datatec Systems Inc • Services-computer integrated systems design • New York
Exhibit 10.3 SUBORDINATION AND INTERCREDITOR AGREEMENT THIS SUBORDINATION AND INTERCREDITOR AGREEMENT (this "AGREEMENT"), dated as of December 13, 2004, is among DATATEC SYSTEMS, INC. AND DATATEC INDUSTRIES, INC. (each a "BORROWER" and together, the...Subordination and Intercreditor Agreement • December 15th, 2004 • Datatec Systems Inc • Services-computer integrated systems design • New York
U.S.$585,000.00 December 13, 2004 FOR VALUE RECEIVED, and intending to be legally bound, the undersigned, DATATEC SYSTEMS, INC., a Delaware corporation, and DATATEC INDUSTRIES INC., a New Jersey corporation (each of the foregoing, a "BORROWER" and,...Senior Secured Note • December 15th, 2004 • Datatec Systems Inc • Services-computer integrated systems design
ACKNOWLEDGMENT, WAIVER AND AMENDMENT TO THE INVENTORY AND WORKING CAPITAL FINANCING AGREEMENTInventory and Working Capital Financing Agreement • December 13th, 2002 • Datatec Systems Inc • Services-computer integrated systems design
