SCL SIGNATURE PAGE TO AMENDMENT AGREEMENT DATED AS OF NOVEMBER 30, 2003Share Exchange Agreement • December 18th, 2003 • Laser Recording Systems Inc • Services-computer integrated systems design
SHARE EXCHANGE AGREEMENT SHARE EXCHANGE AGREEMENT (this "Agreement"), dated as of May 20, 2003, by and among SCL VENTURES, LTD., a British Virgin Islands company("SCL") having an address at Suite 4000, 333 N. New River Drive E, Fort Lauderdale, FL...Share Exchange Agreement • June 4th, 2003 • Laser Recording Systems Inc • Services-computer integrated systems design • New York
WEIDA COMMUNICATIONS, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 30th, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • New York
THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made as of June 25, 2004 by and between Weida Communications, Inc. (the "Company"), the Tier I Shareholders (as defined below) listed on Schedule I hereto, the Tier II Shareholders (as defined below) listed on Schedule II hereto and the Tier III Shareholders (as defined below) listed on Schedule III hereto. The Tier I Shareholders, the Tier II Shareholders and the Tier III Shareholders are collectively referred to as the "Shareholders."
EMPLOYMENT AGREEMENTEmployment Agreement • June 18th, 2004 • Laser Recording Systems Inc • Services-computer integrated systems design • Delaware
EMPLOYMENT AGREEMENT effective as of April 1, 2004 (the “Commencement Date”) by and between SCL Ventures, Ltd. (the “Company”) and Mitchell J. Sepaniak (the “Executive”) (this “Agreement”).
MASTER AGREEMENTMaster Agreement • September 2nd, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • Hong Kong
In this Agreement, SCL, Weida, and the Existing Shareholders may be referred to collectively as the “Parties”, and each individually as a “Party”. The Existing Shareholders are a Party to this Agreement both collectively and each individually.
SCL Ventures Ltd. Jack Chin (“Purchasers”) and (“Vendors”)Purchase and Sale Agreement • September 2nd, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • New York
WHEREAS, Ocean International Holdings Limited (the “Company”) is a company incorporated in the Hong Kong Special Administrative Region (the “HKSAR”) of the People’s Republic of China (the “PRC”); and
PLEDGE AGREEMENTPledge Agreement • September 2nd, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • Hong Kong
Ocean Tian Di Communication Technology Co., Ltd. (Guangzhou), a wholly foreign-owned enterprise under the laws of the People’s Republic of China (the “PRC”) (hereinafter referred to as the “WOFE”);
SCL Ventures Ltd. (the “Purchaser”) and Pang Da Qing, and Xie Li (the “Vendors”)Future Equity Interest Transfer Agreement • September 2nd, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone)
This Equity Interest Transfer Agreement (this “Agreement”) is entered into in Shanghai, People’s Republic of China (the “PRC”) as of this 26th day of August, 2004 (the “Execution Date”) by and between:
SCL Ventures Ltd. (the “Purchaser”) and Pang Da Qing, and Xie Li (the “Vendors”) EQUITY INTEREST TRANSFER AGREEMENT for the Sale and Purchase of Shares ofEquity Interest Transfer Agreement • September 2nd, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone)
This Equity Interest Transfer Agreement (this “Agreement”) is entered into in Shanghai, People’s Republic of China (the “PRC”) as of this 26th day of August, 2004 (the “Execution Date”) by and between:
Service and Support AgreementService and Support Agreement • September 2nd, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone)
This Service and Support Agreement (this “Agreement’) is made as of August 26, 2004, in the People’s Republic of China (the “PRC”) by and between:
CONSULTING AGREEMENTConsulting Agreement • October 12th, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • New York
NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the parties hereto agree as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • October 12th, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • Delaware
EMPLOYMENT AGREEMENT effective as of April 1, 2004 (the “Commencement Date”) by and between SCL Ventures, Ltd. (the “Company” or “SCL”) and Jack Chin (the “Executive”) (this “Agreement”).
CONFIDENTIAL SEPARATION AGREEMENT AND RELEASESeparation Agreement • September 13th, 2005 • Weida Communications, Inc. • Telephone communications (no radiotelephone)
THIS CONFIDENTIAL SEPARATION AGREEMENT AND RELEASE (this “Separation Agreement”), made this 6th day of September 2005, by and between Mitchell J. Sepaniak (“Executive”), and Weida Communications, Inc., a New Jersey corporation (the “Company”).
WARRANT INSTRUMENTWarrant Agreement • September 30th, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • New York
THIS WARRANT INSTRUMENT (the "Instrument"), dated as of June 11, 2004, is made by Weida Communications, Inc., a company organized under the laws of the State of New Jersey (the "Company"), in favor of (the "Initial Holder").
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • October 12th, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone)
WHEREAS, effective as of April 1, 2004, SCL Ventures, Ltd. (the “Company”) and Mitchell J. Sepaniak (the “Executive”) entered into an Employment Agreement (the “Agreement”);
EMPLOYMENT AGREEMENTEmployment Agreement • September 13th, 2005 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • Delaware
EMPLOYMENT AGREEMENT effective as of April 4, 2005 (the “Commencement Date”) by and between Weida Communications, Inc. (the “Company”) and Christopher Lennon (the “Executive”) (this “Agreement”).
ANTHONY F. GIORDANO THE ANTHONY F. GIORDANO FAMILY LIMITED PARTNERSHIP IIILoan Agreement • October 12th, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • New York
This letter agreement (“Agreement”) constitutes the binding agreement of the Anthony F. Giordano Family Limited Partnership III and Anthony F. Giordano (each a “Lender” and, collectively, the “Lender”) to and for the benefit of Weida Communications, Inc., a New Jersey corporation (the “Company” or “Weida”) to fund working capital requirements of Weida, on the terms described below.
SECOND AMENDMENT TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • June 18th, 2004 • Laser Recording Systems Inc • Services-computer integrated systems design
SECOND AMENDMENT TO SHARE EXCHANGE AGREEMENT (this “Amendment”), dated as of March 31, 2004, by and among SCL VENTURES, LTD., a British Virgin Islands company having an address at 515 East Olas Boulevard, Suite 1350, Fort Lauderdale, FL 33301 (“SCL”), LASER RECORDING SYSTEMS, INC., a New Jersey corporation having an address at 1395 New York Avenue, Huntington Station, NY 11746 (“Laser” or the “Company”), certain shareholders of SCL signatory hereto (“SCL Signatory Shareholders”), and certain shareholders of Laser signatory hereto (the “Laser Signatory Shareholders”).
AMENDED AND RESTATED CONSULTING AGREEMENTConsulting Agreement • October 12th, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • Florida
AMENDED AND RESTATED CONSULTING AGREEMENT (this “Agreement”), by and between SCL Ventures, Ltd. (the “Company”), and Anthony F. Giordano (the “Consultant”).
WARRANT INSTRUMENTWarrant Instrument • September 30th, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • New York
THIS WARRANT INSTRUMENT (the "Instrument"), dated as of , is made by Weida Communications, Inc., a company organized under the laws of the State of New Jersey (the "Company"), in favor of (the "Initial Holder").
TRUST AGREEMENTTrust Agreement • September 2nd, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone) • Hong Kong
SHARE LOCK-UP AND ESCROW AGREEMENTShare Lock-Up and Escrow Agreement • June 18th, 2004 • Laser Recording Systems Inc • Services-computer integrated systems design • New York
THIS SHARE LOCK-UP AND ESCROW AGREEMENT (this “Agreement”) is made and entered into as of the 16th day of April 2004 by and among Raice Paykin & Krieg LLP (the “Escrow Agent”), Laser Recording Systems Inc., a New Jersey corporation (“Laser”), SCL Ventures Ltd., a British Virgin Islands company (“SCL”), certain shareholders of Laser signatory hereto (the “Laser Signatory Shareholders”), A. Giordano Family Limited Partnership (the “Family Partnership”) having various partners including Anthony Giordano, EPG Limited, a limited liability company organized under the laws of the British Virgin Islands (“EPG”) having various members including Anthony Giordano, and Anthony Giordano (“Mr. Giordano” and together with Family Partnership and EPG, the “SCL Investors”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 18th, 2004 • Laser Recording Systems Inc • Services-computer integrated systems design • Delaware
EMPLOYMENT AGREEMENT effective as of April 1, 2004 (the “Commencement Date”) by and between SCL Ventures, Ltd. (the “Company”) and Amanda Harmon (the “Executive”) (this “Agreement”).
EQUITY JOINT VENTURE CONTRACT BETWEEN SCL VENTURES LTD. AND LI SHUN XING, LI XIANG NING, PANG DA QING, and XIE LI FOR THE ESTABLISHMENT OF: WEIDA COMMUNICATIONS TECHNOLOGY COMPANY LIMITED DATED AS OF AUGUST 26, 2004Joint Venture Agreement • September 2nd, 2004 • Weida Communications, Inc. • Telephone communications (no radiotelephone)
Weida Communications Technology Company Limited (“Weida”), is a company incorporated in the People’s Republic of China (the “PRC”), whose legal address is at No.92-3, Bin Jiang West Road, Hai Zhu District, Guangzhou, Guangdong Province, PRC;
