EXHIBIT 99.1 SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS Cybotics Systems and Cache Media, Inc., companies 100% owned by Steven J. Shankle (the "Shankle Companies"), and Steven J. Shankle, an individual ("Shankle") and Advance Display Technologies,...Settlement Agreement • November 15th, 2005 • Advance Display Technologies Inc • Patent owners & lessors
THEATERS)Settlement Agreement • October 19th, 2004 • Advance Display Technologies Inc • Patent owners & lessors
WITNESSETH:Executive Employment Agreement • December 20th, 2004 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
RECITALSEmployment Agreement • October 28th, 1997 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS NOTE AND THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED ("SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED EXCEPT (I) PURSUANT TO AN EFFECTIVE...Convertible Note • January 18th, 2005 • Advance Display Technologies Inc • Patent owners & lessors
RECITALSStock Purchase Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
RECITALSIndemnification Agreement • October 28th, 1997 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS Lawrence F. DeGeorge ("DeGeorge") and Advance Display Technologies, Inc., a Colorado corporation (the "Company"), based upon the mutual consideration recited below, agree as follows: 1. The Company...Settlement Agreement • January 18th, 2005 • Advance Display Technologies Inc • Patent owners & lessors
RECITALSUnit Purchase Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
ARTICLE V - WARRANTIES ---------------------- 5.1 ASSIGNORS warrant that there are no counter-parts which claim priority from the PATENT pending or issued in other countries or any corresponding reissue applications pending or issued in the United States.Patent Assignment • March 21st, 1997 • Advance Display Technologies Inc • Patent owners & lessors
RECITALSDebt Exchange Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
RECITALS:Shareholders Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
SERIES F PREFERRED STOCK EXCHANGE AGREEMENTSeries F Preferred Stock Exchange Agreement • July 6th, 2009 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS SERIES F PREFERRED STOCK EXCHANGE AGREEMENT is made as of this 15th day of January 2009, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Company”), and Gene W. Schneider (“Stockholder”).
ADVANCE DISPLAY TECHNOLOGIES, INC. Series G Preferred Stock SUBSCRIPTION AGREEMENTSubscription Agreement • November 14th, 2007 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is executed and delivered, as of the date set forth on the signature page hereof (the “Subscription Date”), by and between Advance Display Technologies, Inc., a Colorado corporation (“Company”), and the undersigned subscriber (“Subscriber”).
ADVANCE DISPLAY TECHNOLOGIES, INC. Series G Preferred Stock SUBSCRIPTION AGREEMENTSubscription Agreement • June 29th, 2007 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is executed and delivered, as of the date set forth on the signature page hereof, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Company”), and the undersigned subscriber (the “Subscriber”).
CONVERTIBLE REVOLVING PROMISSORY NOTEConvertible Revolving Promissory Note • June 19th, 2009 • Advance Display Technologies Inc • Patent owners & lessors
THIS CONVERTIBLE REVOLVING PROMISSORY NOTE (the “Note”) is executed and delivered under and pursuant to the terms of that certain First Amendment of even date herewith (the “Amendment”) to the Senior Secured Revolving Credit Agreement (the “Loan Agreement”) dated November 6, 2008, by and between ADVANCE DISPLAY TECHNOLOGIES, INC., a Colorado corporation (the “Borrower”) and DEGEORGE HOLDINGS THREE LLC, a Delaware limited liability company (the “Lender”). For purposes of this Note, all references to the Loan Agreement herein shall include the terms sets forth in the Amendment. Capitalized terms not otherwise defined herein shall have the meanings provided in the Loan Agreement.
AGREEMENT TO ACCEPT COLLATERAL IN PARTIAL SATISFACTION OF OBLIGATIONS (STRICT FORECLOSURE)Agreement to Accept Collateral in Partial Satisfaction of Obligations (Strict Foreclosure) • July 2nd, 2010 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS AGREEMENT TO ACCEPT COLLATERAL IN PARTIAL SATISFACTION OF OBLIGATIONS (STRICT FORECLOSURE) (this “Agreement”) is made and entered into as of June 28, 2010, among ADVANCE DISPLAY TECHNOLOGIES, INC., a Colorado corporation (the “Company”), DEGEORGE HOLDINGS THREE, LLC, a Delaware limited liability company (the “Secured Party”) and ADTI MEDIA, LLC, a Delaware limited liability company and wholly owned subsidiary of the Secured Party (the “Assignee”).
SERIES G PREFERRED STOCK EXCHANGE AGREEMENTSeries G Preferred Stock Exchange Agreement • July 6th, 2009 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS SERIES G PREFERRED STOCK EXCHANGE AGREEMENT is made as of this 15th day of January 2009, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Company”), and Lawrence F. DeGeorge (“Stockholder”).
NOTICE OF EXERCISE June 25, 2008Subscription Agreement • July 2nd, 2008 • Advance Display Technologies Inc • Patent owners & lessors
NOTICE IS HEREBY GIVEN that, in accordance with the Subscription Schedule set forth in the Subscription Agreement dated February 25, 2008, by and between Advance Display Technologies, Inc. (“ADTI”) and Lawrence F. DeGeorge, ADTI hereby exercises its right to require the additional purchase by Mr. DeGeorge of 9,091 shares of ADTI’s Series G Preferred Stock at a price of $110 per share, for a total purchase price of $1,000,010. Under the Subscription Agreement, such purchase is to occur within ten (10) days of the date of this Notice.
LICENSE AND REVENUE SHARING AGREEMENTLicense and Revenue Sharing Agreement • June 21st, 2010 • Advance Display Technologies Inc • Patent owners & lessors • New York
This License and Revenue Sharing Agreement (the “Agreement”) is entered into this 15 day of June, 2010, by and among Advance Display Technologies, Inc., a Colorado corporation, with its principal offices located at 42230 Zevo Drive, Temecula, California, 92590, United States of America (the "Screen Owner"), and Times Square Tower Associates LLC, a Delaware limited liability company, with its principal offices located at c/o Boston Properties Limited Partnership, 599 Lexington Avenue, New York, New York 10022, United States of America (the “Building Owner”).
AGREEMENT AND RELEASERelease Agreement • July 2nd, 2010 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
This AGREEMENT AND RELEASE (“Release Agreement”) is made and entered into as of June 28, 2010, by and among ADVANCE DISPLAY TECHNOLOGIES, INC., a Colorado corporation (“Company”) and DEGEORGE HOLDINGS THREE, LLC, a Delaware limited liability company (“Lender”).
ADVANCE DISPLAY TECHNOLOGIES, INC. Series G Preferred Stock SUBSCRIPTION AGREEMENTSubscription Agreement • February 27th, 2008 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is executed and delivered, as of the date set forth on the signature page hereof (the “Subscription Date”), by and between Advance Display Technologies, Inc., a Colorado corporation (“Company”), and the undersigned subscriber (“Subscriber”).
RECITALSSeries C Preferred Stock Conversion Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
SENIOR SECURED REVOLVING CREDIT AGREEMENT Dated as of November 6, 2008 Between ADVANCE DISPLAY TECHNOLOGIES, INC. and DeGeorge Holdings Three LLCSenior Secured Revolving Credit Agreement • November 13th, 2008 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS SENIOR SECURED REVOLVING CREDIT AGREEMENT (the “Agreement”), is made this 6th day of November, 2008, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Borrower”) and DeGeorge Holdings Three LLC, a Delaware limited liability company (the “Lender”).
FIRST AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • June 19th, 2009 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS FIRST AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT (this “Amendment”) is effective as of this 15th day of June, 2009 (“Effective Date”), by and between Advance Display Technologies, Inc., a Colorado corporation (the “Borrower”) and DeGeorge Holdings Three LLC, a Delaware limited liability company (the “Lender”).
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • October 18th, 2007 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
Consulting Services Agreement (this “Agreement”) dated as of October 1, 2007 (“Effective Date”) between Advance Display Technologies, Inc., a Colorado corporation (the “Company”) and Dwight E. “Jody” Thomas (“Consultant”).
ADVANCE DISPLAY TECHNOLOGIES, INC. FORM 10-KSB FOR THE FISCAL YEAR ENDED JUNE 30, 1996 EXHIBIT 10.12 REVISED FIRST AMENDMENT TO THE AGREEMENT OF LIMITED PARTNERSHIP OF DISPLAY OPTICS, LTD.Revised First Amendment to the Agreement of Limited Partnership • March 21st, 1997 • Advance Display Technologies Inc • Patent owners & lessors
DeGeorge Holdings Three, LLCSenior Secured Revolving Credit Agreement • July 2nd, 2010 • Advance Display Technologies Inc • Patent owners & lessors
We refer to the Senior Secured Revolving Credit Agreement, dated November 6, 2008, between DeGeorge Holdings Three, LLC (“DH3”) and Advance Display Technologies, Inc. (“ADTI”), as amended by that certain First Amendment to Senior Secured Revolving Credit Agreement, dated as of June 15, 2009 (as further amended, modified or supplemented, the “Agreement”). DH3 hereby notifies you that an Event of Default has occurred and is continuing under Section 13(f) of the Agreement by virtue of the fact that ADTI has been insolvent because: (a) its total liabilities substantially exceed the value of its total Transferred Assets; and (b) it is unable to pay all of its debts as they come due.
SERIES E PREFERRED STOCK EXCHANGE AGREEMENTSeries E Preferred Stock Exchange Agreement • July 6th, 2009 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS SERIES E PREFERRED STOCK EXCHANGE AGREEMENT is made as of this 15th day of January 2009, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Company”), and Lawrence F. DeGeorge (“Stockholder”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • September 22nd, 2010 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THIS AGREEMENT AND PLAN OF MERGER, dated as of September 16, 2010 (the “Agreement”), is to provide for the merger of GSLD Holdings, Inc., a Colorado corporation (“Holdings”), with and into Advance Display Technologies, Inc., a Colorado corporation (“ADTI”). Holdings and ADTI are sometimes hereafter referred to individually as the “party” and collectively as the “parties.”
