SHARE EXCHANGE AGREEMENT BETWEEN LOTUS PACIFIC, INC. AND ARESCOM INC March 15, 1999Share Exchange Agreement • January 28th, 2000 • Lotus Pacific Inc • Radiotelephone communications • Delaware
OFFICE LEASE AGREEMENT BETWEEN CA-ONE BAY PLAZA LIMITED PARTNERSHIP, a Delaware limited partnership (“LANDLORD”) AND Opta Corporation, a Delaware corporationOffice Lease Agreement • February 18th, 2005 • Opta Corp • Radiotelephone communications • California
THIS OFFICE LEASE AGREEMENT (the “Lease”) is made and entered into as of the 31st day of October, 2004, by and between CA-ONE BAY PLAZA LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”) and Opta Corporation, a Delaware corporation (“Tenant”). The following exhibits and attachments are incorporated into and made a part of the Lease: Exhibit A (Outline and Location of Premises), Exhibit B (Expenses and Taxes), Exhibit C (Work Letter), Exhibit C-1 (Depiction of Landlord Work), Exhibit D (Commencement Letter), Exhibit E (Building Rules and Regulations), Exhibit F (Additional Provisions), Exhibit G (Parking Agreement) and Exhibit H (Asbestos Notification).
SHARE EXCHANGE AGREEMENT BETWEEN LOTUS PACIFIC, INC. AND SHAREHOLDERS OF TURBONET COMMUNICATIONSShare Exchange Agreement • January 28th, 2000 • Lotus Pacific Inc • Radiotelephone communications • Delaware
EXHIBIT 2.2 SHARE PURCHASE AND EXCHANGE AGREEMENTShare Purchase and Exchange Agreement • June 9th, 2000 • Lotus Pacific Inc • Radiotelephone communications • New Jersey
EX. 10.2 LOTUS PACIDFIC, INC. COMMON STOCK SUBSCRIPTION AGREEMENT THE SHARES OF COMMON STOCK OF LOTUS PACIFIC, INC., A DELAWARE CORPORATION (THE "COMPANY"), PURCHASED PURSUANT TO THIS SUBSCRIPTION AGREEMENT (THE "AGREEMENT"), HAVE NOT BEEN REGISTERED...Common Stock Subscription Agreement • January 7th, 1999 • Lotus Pacific Inc • Radiotelephone communications • Delaware
LEASE OFLotus Pacific Inc • April 16th, 2004 • Radiotelephone communications
Improvements to be made by Lessor (Describe in detail the construction, alteration, repairs or other improvements, if any, to be made by Lessor)
Trademark License AgreementTrademark License Agreement • April 28th, 2006 • Opta Corp • Radiotelephone communications • Arizona
This Trademark License Agreement (“Agreement”) is made by and between TCL Multimedia Technology Holdings Limited (“Licensor”), with an office at 13/F TCL Tower, 8 Tai Chung Road, Tsuen Wan, New Territories, Hong Kong, and Opta Systems LLC dba GoVideo (“Licensee”), a Delaware limited liability company, with an office at 7835 E. McClain Drive, Scottsdale, AZ 85260 (together with Licensor, (the “Parties”), as of August 30, 2005 (“Effective Date”).
Translation of $1.5 million loan between GoVideo and TCL Control number: Agreement of Internal loans of TCL Industries Holdings (Hong Kong) Ltd. Debitor (“Party A)”): Go Video Creditor (“Party B”): TCL Industries Holdings (Hong Kong) Ltd.Opta Corp • February 18th, 2005 • Radiotelephone communications
Party A, for its business needs, intends to apply a loan from Party B, which agrees to make such a loan. The both parties agree to reach the flowing agreements based on mutual consents and governing laws and regulations:
WITNESS THATCommission Agreement • January 7th, 1999 • Lotus Pacific Inc • Radiotelephone communications
EXHIBIT 2.1 ACQUISITION AGREEMENT BETWEEN LOTUS PACIFIC, INC. AND TURBONET COMMUNICATIONS March 15, 1999 THIS ACQUISITION AGREEMENT (this "Agreement") is entered into effective as of March 15, 1999, by and between Lotus Pacific, Inc. (hereinafter...Acquisition Agreement • January 28th, 2000 • Lotus Pacific Inc • Radiotelephone communications • Delaware
LOAN SALE AGREEMENTLoan Sale Agreement • March 14th, 2006 • Opta Corp • Radiotelephone communications • Arizona
This Loan Sale Agreement (the “Agreement”) is made as of January 20, 2006, between WELLS FARGO BUSINESS CREDIT, a division of Wells Fargo Bank, NA (“Seller”), and OPTA CORPORATION, a Delaware corporation, formerly known as LOTUS PACIFIC, INC. (“Buyer”).
EXCHANGE AGREEMENTExchange Agreement • April 16th, 2004 • Lotus Pacific Inc • Radiotelephone communications • California
THIS EXCHANGE AGREEMENT (this “Agreement”) is entered into as of the 11th day of December, 2001, by and between Lotus Pacific, Inc., a Delaware corporation (“Lotus”), and ARESCOM Inc., a California corporation (the “Company”). Lotus and the Company are referred to collectively herein as the parties.
AGREEMENTAgreement • October 13th, 2000 • Lotus Pacific Inc • Radiotelephone communications • Delaware
INTELLECTUAL PROPERTY ASSIGNMENTIntellectual Property Assignment • March 14th, 2006 • Opta Corp • Radiotelephone communications
This INTELLECTUAL PROPERTY ASSIGNMENT (this “Agreement”) is entered into on July 26, 2005, by and between OPTA SYSTEMS, LLC, a limited liability company organized and existing under the laws of the State of Delaware and doing business as “GoVideo,” having its principal place of business and mailing address at 7835 East McClain Drive, Scottsdale, Arizona 85016 (“Assignor”) and TCL MULTIMEDIA TECHNOLOGY HOLDINGS LIMITED, a company organized and existing under the laws of the Cayman Islands, having a place of business and mailing address at 13/F, TCL Tower, 8 Tai Chung Road, Tsuen Wan, N.T., Hong Kong or its designee (“Assignee”).
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • April 16th, 2004 • Lotus Pacific Inc • Radiotelephone communications • California
This EQUITY PURCHASE AGREEMENT, dated as of December 20, 2003 (this “Agreement”), is made and entered into by and among Lotus Pacific, Inc., a Delaware corporation (“Seller”), TCL Information Technology Industrial (Group) Ltd., a corporation incorporated in the British Virgin Islands (“Buyer”) and TCL Digital Technologies, Ltd., a corporation incorporated in the People’s Republic of China (the “Company”) with reference to the following facts:
Executive Employment AgreementExecutive Employment Agreement • April 16th, 2004 • Lotus Pacific Inc • Radiotelephone communications • Arizona
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made as of March 26, 2004, by and between Opta Systems, LLC dba Go Video, a Delaware limited liability company (the “Company”), and Steven Davis (the “Executive”).
EX. 10.4 STOCK EXCHANGE AGREEMENT This Agreement is made between Rightiming Electronics Corp. (hereinafter "Rightiming") and Lotus Pacific, Inc. (hereinafter "Lotus") on September 18, 1997. WHEREAS, Rightiming beneficially owns 6,000,000 shares of...Stock Exchange Agreement • January 7th, 1999 • Lotus Pacific Inc • Radiotelephone communications • Delaware
STOCK PURCHASE AGREEMENT BETWEEN CLARINET OVERSEAS LIMITED AND LOTUS PACIFIC, INC.Stock Purchase Agreement • January 7th, 1999 • Lotus Pacific Inc • Radiotelephone communications • Delaware
LOTUS PACIFIC, INC. Executive Employment AgreementEmployment Agreement • October 15th, 2001 • Lotus Pacific Inc • Radiotelephone communications • California
This Executive Employment Agreement ("Agreement") is made in Piscataway, NJ effective as of June 29, 2001, by and between Lotus Pacific, Inc., a Delaware corporation (the "Company"), and YAN Yong, an individual residing in 835 Arcturus Circle, Foster City, California 94404 (the "Executive"), who hereby agree as hereinafter provided.
PARTICIPATION AGREEMENTParticipation Agreement • March 14th, 2006 • Opta Corp • Radiotelephone communications • Arizona
THIS PARTICIPATION AGREEMENT (“Agreement”) dated as of July , 2005, is by and between WELLS FARGO BUSINESS CREDIT, INC., a Minnesota corporation (“Lender”) and OPTA CORPORATION (formerly known as LOTUS PACIFIC, INC.), a Delaware corporation (“Participant”).
ContractLLC Interest Purchase Agreement • April 16th, 2004 • Lotus Pacific Inc • Radiotelephone communications • Delaware
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”), entered into as of the 17`h day of April, 2003 by and between LOTUS PACIFIC, INC., a Delaware corporation, having offices at 18200 Von Karman Avenue Suite 730, Irvine, CA 92612 (the “Purchaser”), and CARMCO INVESTMENTS, LLC, a Connecticut limited liability company, having offices at 47 Cherry Gate Lane, Trumbull, CT 06611 (the “Seller”).
Translation of $724,944 (RMB Yuan 6 million) loan between GoVideo DigiTech (Huizhou) Ltd. and TCL Corp. Control number: JT2005001 Agreement of Internal loans of TCL Industries Holdings (Hong Kong) Debitor (“Party A)”): GoVideo DigiTech (Huizhou) Ltd...Opta Corp • March 14th, 2006 • Radiotelephone communications
Party A, for its business needs, intends to apply a loan from Party B, which agrees to make such a loan. The both parties agree to reach the flowing agreements based on mutual consents and governing laws and regulations:
INDUSTRIAL GROSS LEASE BETWEEN 78 MCCLAIN, L.L.C., AS LANDLORD, AND GO-VIDEO INC., AS TENANT NOVEMBER 15, 1994Industrial Gross Lease • April 16th, 2004 • Lotus Pacific Inc • Radiotelephone communications • Arizona
THE FOLLOWING BASIC LEASE INFORMATION IS A PART OF THIS LEASE, BUT DOES NOT CONSTITUTE THE ENTIRE LEASE. TENANT ACKNOWLEDGES THAT IT HAS READ ALL OF THE PROVISIONS CONTAINED IN THE ENTIRE LEASE AND ALL EXHIBITS WHICH ARE A PART THEREOF AND AGREES THAT THIS LEASE, INCLUDING THE BASIC LEASE INFORMATION AND ALL EXHIBITS, REFLECTS THE ENTIRE UNDERSTANDING AND REASONABLE EXPECTATIONS OF LANDLORD AND TENANT-REGARDING THE PREMISES. TENANT ALSO ACKNOWLEDGES THAT IT HAS HAD THE OPPORTUNITY TO REVIEW THIS LEASE PRIOR TO EXECUTION WITH LEGAL COUNSEL AND SUCH OTHER ADVISORS AS TENANT DEEMS APPROPRIATE.
GUARANTYGuaranty • March 14th, 2006 • Opta Corp • Radiotelephone communications • California
THIS GUARANTY (“Guaranty”) is entered into by and between OPTA CORPORATION, a Delaware corporation (“Guarantor”), in favor of TCL MULTIMEDIA TECHNOLOGY HOLDINGS LIMITED, a Cayman Islands company (“Beneficiary”), as of July 26, 2005.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 16th, 2004 • Lotus Pacific Inc • Radiotelephone communications • California
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 11 day of December, 2001, by and between Lotus Pacific, Inc., a Delaware corporation (the “Seller”), and Solomon Extreme International Ltd., a British Virgin Islands limited liability company (the “Purchaser”). The Seller and the Purchaser are referred to collectively herein as the parties.
ONE BAY PLAZA BURLINGAME, CALIFORNIA OFFICE LEASE AGREEMENT BETWEEN CA-ONE BAY PLAZA LIMITED PARTNERSHIP, a Delaware limited partnership (“LANDLORD”) AND Opta Corporation, a Delaware corporation (“TENANT”)Office Lease Agreement • March 14th, 2006 • Opta Corp • Radiotelephone communications • California
THIS OFFICE LEASE AGREEMENT (the “Lease”) is made and entered into as of the 31st day of October, 2004, by and between CA-ONE BAY PLAZA LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”) and Opta Corporation, a Delaware corporation. (“Tenant”). The following exhibits and attachments are incorporated into and made a part of the Lease: Exhibit A (Outline and Location of Premises), Exhibit B (Expenses and Taxes), Exhibit C (Work Letter), Exhibit C-1 (Depiction of Landlord Work), Exhibit D (Commencement Letter), Exhibit E (Building Rules and Regulations), Exhibit F (Additional Provisions), Exhibit G (Parking Agreement) and Exhibit H (Asbestos Notification).
EXHIBIT 2.2 ADDENDUM TO ACQUISITION AGREEMENT THIS ADDENDUM TO ACQUISITION AGREEMENT (this "Addendum") is entered into effective as of March 31, 1999, by and between LOTUS PACIFIC, INC., a Delaware corporation ("LPFC"), and TURBONET COMMUNIATIONS, a...Acquisition Agreement • January 28th, 2000 • Lotus Pacific Inc • Radiotelephone communications
EXHIBIT 2 STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 28th, 2000 • Lotus Pacific Inc • Radiotelephone communications • New York
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • March 14th, 2006 • Opta Corp • Radiotelephone communications • California
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is entered into as of July 26, 2005, by and among OPTA SYSTEMS, LLC, a Delaware limited liability company doing business as “GoVideo” (“GoVideo”), OPTA CORPORATION, a Delaware corporation (“Opta”), TCL MULTIMEDIA TECHNOLOGY HOLDINGS LIMITED, a Cayman Islands company (“TCLMM”), TCL INDUSTRIES (H.K.) HOLDINGS LIMITED, a Hong Kong company (“TCLI”) and ASIA FOCUS INDUSTRIAL LTD., a Hong Kong company (“Asia Focus”).
EX. 10.3 LOTUS PACIDFIC, INC. Warrant Subscription Agreement THE WARRANTS TO PURCHASE COMMON STOCK OF LOTUS PACIFIC, INC., A DELAWARE CORPORATION (THE "COMPANY"), PURCHASED PURSUANT TO THIS SUBSCRIPTION AGREEMENT (THE "AGREEMENT"), HAVE NOT BEEN...Subscription Agreement • January 7th, 1999 • Lotus Pacific Inc • Radiotelephone communications • Delaware
