WITNESSETH:Pledge Agreement • October 14th, 2004 • Publicard Inc • Computer peripheral equipment, nec • New York
1 Exhibit 10.12 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT is made as of November 3, 1999, by PubliCARD, Inc., a Pennsylvania corporation (the "Employer"), and Jan-Erik Rottinghuis, an individual (the "Executive"). The parties, intending to be...Employment Agreement • March 30th, 2000 • Publicard Inc • Computer peripheral equipment, nec • New York
AMONGAsset Purchase Agreement • July 10th, 2000 • Publicard Inc • Computer peripheral equipment, nec • New York
SECTION III REPRESENTATIONS AND WARRANTIESSettlement Agreement • October 14th, 2004 • Publicard Inc • Computer peripheral equipment, nec • New York
RECITALSSecurity Agreement • October 14th, 2004 • Publicard Inc • Computer peripheral equipment, nec • New York
Settlement and Release AgreementSettlement and Release Agreement • November 14th, 2005 • Publicard Inc • Computer peripheral equipment, nec • California
This Settlement and Release Agreement (the “Agreement”) is hereby made and entered into by and among Triro Equities Co., a Texas general partnership; Leonard M. Ross, individually and as Trustee of the Leonard M. Ross Revocable Trust (u/d/t 12-20-85); Rossco Holdings Incorporated, a California corporation; Mill Equities Co., a California general partnership; Lodgeco Properties, Ltd., a Texas limited partnership; and CHSC, Ltd. (collectively, the “Ross Parties”) and PubliCARD, Inc. (“PubliCARD”), Harry I. Freund, Jay Goldsmith, Jan-Erik Rottinghuis, and Antonio L. (“Tony”) DeLise (collectively, the “PubliCARD Parties”) for the consideration described below. The parties hereby covenant and agree as follows:
APPENDIX B NON-PLAN STOCK OPTION AGREEMENTNon-Plan Stock Option Agreement • July 27th, 2006 • Publicard Inc • Computer peripheral equipment, nec • New York
THIS AGREEMENT, dated as of July 21, 2006, is made by and between PubliCARD, Inc., a Pennsylvania corporation (the “Company”) and Joseph E. Sarachek (the “Optionee”).
RECITALS:Agreement for Appointment of Trustee and Termination of Plan • October 14th, 2004 • Publicard Inc • Computer peripheral equipment, nec
July 21, 2006 Joseph E. SarachekEngagement Agreement • July 27th, 2006 • Publicard Inc • Computer peripheral equipment, nec • New York
APPENDIX B STOCK OPTION AGREEMENTStock Option Agreement • July 27th, 2006 • Publicard Inc • Computer peripheral equipment, nec • New York
THIS AGREEMENT, dated as of July 21, 2006, is made by and between PubliCARD, Inc., a Pennsylvania corporation (the “Company”) and Joseph E. Sarachek (the “Optionee”).
CONTRIBUTION AGREEMENTContribution Agreement • February 6th, 2008 • Chazak Value Corp. • Computer peripheral equipment, nec • New York
THIS CONTRIBUTION AGREEMENT (the “Agreement”) is entered into as of the 26th day of October, 2007, by and between The 500 Group, LLC (the “Funding Party”), a New York entity, and PubliCARD, Inc., a Pennsylvania corporation (the “Debtor”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • February 6th, 2008 • Chazak Value Corp. • Computer peripheral equipment, nec
This Agreement and Plan of Merger (hereinafter called the “Merger Agreement”) is made as of January 29, 2008, by and between PubliCARD, Inc., a Pennsylvania corporation (“PubliCARD”), and Chazak Value Corp., a Delaware corporation (“Chazak”). PubliCARD and Chazak are sometimes referred to herein as the “Constituent Corporations.”
PAYMENT, RETIREMENT AND RELEASE AGREEMENTPayment, Retirement and Release Agreement • July 28th, 2006 • Publicard Inc • Computer peripheral equipment, nec • New York
This Payment, Retirement and Release Agreement (the “Agreement”) is dated as of July 27, 2006 by and between the Pension Benefit Guaranty Corporation, an agency of the Federal Government of the United States of America (“PBGC”) and PubliCARD, Inc., a Pennsylvania corporation (“PubliCARD”).
APPENDIX A INDEMNIFICATION AGREEMENTIndemnification Agreement • July 27th, 2006 • Publicard Inc • Computer peripheral equipment, nec
Appendix A to Letter Engagement Agreement (the “Agreement”), dated July 25, 2006 by and between PubliCARD, Inc. and its subsidiaries, affiliates and related entities (the “Company”) and Joseph E. Sarachek (“Sarachek”).
Assignment of Shares and Assumption of ObligationsAssignment of Shares and Assumption of Obligations • October 27th, 2006 • Publicard Inc • Computer peripheral equipment, nec
WHEREAS, on December 6, 2000, PubliCARD, Inc. (“Assignor”) purchased 60,058 shares of Series A Preferred Stock (the “Series A Preferred Stock”) of TECSEC, Incorporated ("TECSEC") pursuant to the Series A Preferred Stock Purchase Agreement between Assignor and TECSEC;
FUNDING AGREEMENTFunding Agreement • February 6th, 2008 • Chazak Value Corp. • Computer peripheral equipment, nec • New York
FUNDING AGREEMENT (this “Agreement”), dated as of January 18, 2008, by and among PubliCARD, Inc., a Pennsylvania corporation (the “Debtor”), The 500 Group, LLC, a [Delaware] limited liability company (the “500 Group”), and Charlie Fisch, Folio Holdings, LLC, IA Capital Partners, LLC, Ridge View Group, LLC, and Joseph E. Sarachek (collectively, the “Investors”).
STOCKHOLDERS AGREEMENTStockholders Agreement • February 6th, 2008 • Chazak Value Corp. • Computer peripheral equipment, nec • Delaware
STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of January 31, 2008, by and among Charlie Fisch (“Fisch”), Folio Holdings, LLC (“Folio Holdings”), IA Capital Partners, LLC (“IA Capital”), Ridge View Group, LLC (“Ridge View”), and Joseph E. Sarachek (“Sarachek”) (collectively, the “Stockholders,” and individually a “Stockholder”) and Chazak Value Corp. (the “Company,” and together with the Stockholders, the “Parties” and individually, a “Party”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 6th, 2008 • Chazak Value Corp. • Computer peripheral equipment, nec • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 31, 2008, by and among Chazak Value Corp., a Delaware corporation (the “Company”), and the stockholders listed on Exhibit A hereto, referred to hereinafter as the “Stockholders” and each individually as a “Stockholder.”
2 3 of this Agreement through December 31, 1999 shall be deemed to occur in January, 2000 and (b) "reducing risk" includes any short-sale, any purchase, sale or issuance of options or other derivative securities, any pledge or financing or any other...Termination, Severance and Release Agreement • March 30th, 2000 • Publicard Inc • Computer peripheral equipment, nec • New York
July 26, 2006 Joseph E. SarachekRetention Agreement • July 27th, 2006 • Publicard Inc • Computer peripheral equipment, nec
