DATED AS OFMerger Agreement • March 8th, 2000 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New Jersey
DATED AS OFMerger Agreement • September 7th, 1999 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New Jersey
LOAN AGREEMENTLoan Agreement • March 29th, 2005 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals
LEASELease • February 12th, 1997 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals
NON-COMPETITION AGREEMENT THIS NON-COMPETITION AGREEMENT ("Agreement"), dated as of March 11, 1999, is between Telecom Analysis Systems, Inc., a New Jersey corporation ("TAS") and Wireless Telecom Group, Inc., a New Jersey corporation ("Neptune")....Non-Competition Agreement • March 26th, 1999 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
BY AND AMONGStock Purchase Agreement • January 4th, 2002 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New Jersey
WIRELESS TELECOM GROUP, INC. Common Stock At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • July 22nd, 2021 • Wireless Telecom Group Inc • Communications equipment, nec • New York
AMENDED AND RESTATED STOCK PURCHASE AGREEMENT DATED AS OF MARCH 29, 2005Stock Purchase Agreement • March 29th, 2005 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 26th, 1999 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
EXHIBIT 10.2 STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 4th, 2002 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New Jersey
RECITALSEscrow Agreement • July 1st, 2005 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
AGREEMENT AND PLAN OF MERGER by and among MAURY MICROWAVE, INC., TROY MERGER SUB, INC., andMerger Agreement • May 25th, 2023 • Wireless Telecom Group Inc • Communications equipment, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 24, 2023, is by and among Maury Microwave, Inc., a Delaware corporation (“Parent”), Troy Merger Sub, Inc., a New Jersey corporation wholly owned by Parent (“Merger Sub”) (Parent and Merger Sub are sometimes collectively referred to as the “Parent Entities” and individually as a “Parent Entity”), and Wireless Telecom Group, Inc., a New Jersey corporation (the “Company”). Parent, Merger Sub and the Company are sometimes referred to collectively herein as the “Parties” and individually as a “Party.”
STOCK OPTION AGREEMENTStock Option Agreement • April 17th, 2008 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New Jersey
STOCK OPTION AGREEMENT dated as of April 11, 2008 (the "Agreement"), between WIRELESS TELECOM GROUP, INC., a New Jersey corporation (the "Company"), and Lawrence D. Henderson (the "Optionee"). You are urged carefully to review the Plan. Optionee acknowledges that Optionee has received, read and understood the Plan and this Agreement and agrees to abide by and be bound by their terms and conditions. Capitalized terms and certain other terms used herein without definition have the respective meanings set forth in the Plan.
WIRELESS TELECOM GROUP, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 11th, 2021 • Wireless Telecom Group Inc • Communications equipment, nec • New Jersey
This RESTRICTED STOCK AWARD GRANT AGREEMENT (the “Agreement”), is made effective as of the ___ day of _____________ 20__ (the “Date of Grant”), and is delivered by Wireless Telecom Group, Inc., a New Jersey corporation (the “Company”), to _____________ (the “Grantee”).
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • December 20th, 2021 • Wireless Telecom Group Inc • Communications equipment, nec • Delaware
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), is entered into as of December 16, 2021, by and among RF Industries, Ltd., a Nevada corporation (the “Buyer”), Microlab/FXR LLC, a New Jersey limited liability company and wholly-owned subsidiary of Seller (the “Company”), and Wireless Telecom Group, Inc., a New Jersey corporation (the “Seller”). The Buyer, the Company, and the Seller are sometimes referred to herein each as a “Party” and collectively as the “Parties”.
AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 8th, 2019 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
This AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT AND CONSENT (this “Amendment No. 3”) is entered into as of February 27, 2019, by and among Wireless Telecom Group, Inc., a New Jersey corporation (“WTG”), BOONTON ELECTRONIC CORPORATION, a New Jersey corporation (“Boonton”), MICROLAB/FXR LLC, a New Jersey limited liability company (“Microlab” and, together with WTG and Boonton, collectively, “Borrowers”), and BANK OF AMERICA, N.A. (“Lender”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Loan Agreement.
STOCK OPTION AGREEMENTStock Option Agreement • March 12th, 2019 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New Jersey
THIS STOCK OPTION AGREEMENT (this “Agreement”) is made effective this ___ day of ___________________ 201__ (the “Date of Grant”) by and between Wireless Telecom Group, Inc., a New Jersey corporation (the “Company” or “Employer”), and _____________ (the “Grantee”).
LOAN AND SECURITY AGREEMENT Dated as of February 16, 2017 Wireless Telecom Group, Inc., Boonton Electronic CORPORATION, and microlab/fxr as Borrowers and BANK OF AMERICA, N.A., as LenderLoan and Security Agreement • February 21st, 2017 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of February 16, 2017, among Wireless Telecom Group, Inc., a New Jersey corporation (“WTG”), Boonton Electronic Corporation, a New Jersey corporation, (“Boonton”), Microlab/FXR, a New Jersey corporation (“Microlab and, together with WTG and Boonton, each a “Borrower” and collectively, the “Borrowers”) and BANK OF AMERICA, N.A., a national banking association (“Lender”).
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 17th, 2022 • Wireless Telecom Group Inc • Communications equipment, nec • New Jersey
This AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) effective as of January 30, 2022 (the “Effective Date”), by and between Wireless Telecom Group, Inc. (together with its successors and assigns, the “Company”), and Timothy Whelan (“Executive”), amends, restates and replaces that certain Executive Employment Agreement dated June 30, 2016 and as amended June 5, 2017 between the Company and Executive (“Original Agreement”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 30th, 2010 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
This Asset Purchase Agreement made this 9th day of April 2010 (the “Effective Date”), by and between (A) Willtek Communications GmbH, a private limited liability company organized and existing under the laws of Germany and registered with the commercial register of the local court of Munich and having its principal place of business in Ismaning, Germany (“Willtek”), the wholly owned subsidiaries of Willtek listed and identified on Schedule 3.1 by name and country of origin (the “Willtek Subsidiaries,” and together with Willtek, the “Willtek Group”) and Wireless Telecom Group, Inc., a New Jersey corporation with its principal place of business at 25 Eastmans Road, Parsippany, New Jersey (the “Company,” and together with the Willtek Group, “Seller”) and (B) Aeroflex Incorporated, a Delaware corporation with its principal place of business at 35 South Service Road, Plainview, New York (“Aeroflex” or “Parent”) and those of its subsidiaries listed and identified on Schedule 4.1 by name and
SEPARATION Agreement and GENERAL ReleaseSeparation Agreement • March 12th, 2018 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals
This Separation Agreement and General Release (“Agreement”) is made and entered by and between Joseph Debold (“Employee”) and Wireless Telecom Group, Inc. and its subsidiaries (the “Company”). Employee and the Company, together, are at times referred to as the “Parties”.
AMENDMENT NO. 6 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 7th, 2020 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
This AMENDMENT NO. 6 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is made as of May 4, 2020 (the “Effective Date”) by and among WIRELESS TELECOM GROUP, INC., a New Jersey corporation (“WTG”), BOONTON ELECTRONICS CORPORATION, a New Jersey corporation, (“Boonton”), MICROLAB/FXR LLC, a New Jersey limited liability company and successor by merger to Microlab/FXR (“Microlab”), HOLZWORTH INSTRUMENTATION INC., a Colorado corporation (“Holzworth”), COMMAGILITY LIMITED, a company incorporated in England and Wales with company number 05914025 (“Commagility” and, together with WTG, Boonton, Microlab and Holzworth, each a “Borrower” and collectively, the “Borrowers”), and BANK OF AMERICA, N.A., a national banking association (“Lender”).
FIRST AMENDMENT TO LOCK-UP AND VOTING AGREEMENTLock-Up and Voting Agreement • May 13th, 2021 • Wireless Telecom Group Inc • Communications equipment, nec
This First Amendment to Lock-Up and Voting Agreement (this “Amendment”), effective as of February ____, 2021, is by and between Wireless Telecom Group, Inc., a New Jersey corporation (the “Company”), and [NAME OF STOCKHOLDER] (“Stockholder”). The Company and Stockholder are collectively referred to herein as the “Parties”.
THE SELLERS (AS DEFINED HEREIN) WIRELESS TELECOMMUNICATIONS GROUP, LTD. (AS BUYER) WIRELESS TELECOM GROUP, INC. SHARE PURCHASE AGREEMENT RELATING TO THE SALE AND PURCHASE OF SHARES IN COMMAGILITY LIMITED Date: FEBRUARY 17, 2017Share Purchase Agreement • February 21st, 2017 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • England
December 1, 2016 Mike KandellEmployment Agreement • March 20th, 2017 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals
EXHIBIT 10.14 AMENDED EMPLOYMENT AGREEMENT AGREEMENT, made as of August 1, 1999 (the "Agreement"), by and between WIRELESS TELECOM GROUP, INC., a corporation organized under the laws of the State of New Jersey, with offices at East 64 Midland Avenue,...Employment Agreement • April 1st, 2002 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
Share Purchase Agreement among Wireless Telecom Group, Inc., Holzworth Instrumentation Inc., The Shareholders of Holzworth Instrumentation Inc., and Jason Breitbarth, as Sellers’ Representative Dated as of November 13, 2019Share Purchase Agreement • November 18th, 2019 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
This Share Purchase Agreement (this “Agreement”), dated as of November 13, 2019 (the “Effective Date”), is among Wireless Telecom Group, Inc., a New Jersey corporation (“Purchaser”); Holzworth Instrumentation Inc., a Colorado corporation (the “Company”); Jason Breitbarth, Joe Koebel and Leyla Bly (each a “Seller” and collectively, “Sellers”); and Jason Breitbarth as the designated representative of Sellers (“Sellers’ Representative”). Purchaser, Sellers, and Sellers’ Representative are referred to in this Agreement collectively as the “Parties,” and individually as a “Party.”
ContractEmployment Agreement • March 17th, 2022 • Wireless Telecom Group Inc • Communications equipment, nec
VOTING AGREEMENTVoting Agreement • February 21st, 2017 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New Jersey
VOTING AGREEMENT, dated as of February 17, 2017 (this “Agreement”), by and among Wireless Telecom Group, Inc., a New Jersey corporation (the “Company”), and the Persons named on Schedule 1 hereto (each a “Shareholder” and collectively, the “Shareholders”).
SUBLEASESublease • May 11th, 2022 • Wireless Telecom Group Inc • Communications equipment, nec
THIS SUBLEASE (this “Sublease”) made as of the 16th day of December, 2021, by and between Boonton Electronics Corp., a New Jersey corporation (“Sublandlord”), and RF Industries, Ltd., a Nevada corporation (“Subtenant”).
LOCK UP AGREEMENTLock Up Agreement • February 21st, 2017 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New Jersey
THIS LOCK UP AGREEMENT (the “Agreement”) is entered into as of this 17th day of February, 2017 (the “Effective Date”) by and between the persons set forth on Schedule A hereto (each, a “Stockholder” and collectively, the “Stockholders”) and Wireless Telecom Group, Inc., a New Jersey corporation (the “Company”).
FIFTH AMENDMENT TO LEASE AGREEMENTLease Agreement • May 12th, 2015 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals
THIS FIFTH AMENDMENT TO LEASE AGREEMENT (hereinafter referred to as the “Amendment”) is made this 1st day of May, 2015, but retroactively effective as of April 1, 2015 (the “Effective Date”), by and between ICON KEYSTONE NJP III OWNER POOL 4 NJ, LLC, a Delaware limited liability company (“Landlord”), and BOONTON ELECTRONIC CORPORATION, a New Jersey corporation (“Tenant”).
AMENDMENT NO. 8 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 10th, 2021 • Wireless Telecom Group Inc • Communications equipment, nec • New York
This AMENDMENT NO. 8 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is made as of September 28, 2021 (the “Effective Date”) by and among WIRELESS TELECOM GROUP, INC., a New Jersey corporation (“WTG”), BOONTON ELECTRONICS CORPORATION, a New Jersey corporation, (“Boonton”), MICROLAB/FXR LLC, a New Jersey limited liability company and successor by merger to Microlab/FXR (“Microlab”), HOLZWORTH INSTRUMENTATION INC., a Colorado corporation (“Holzworth”), COMMAGILITY LIMITED, a company incorporated in England and Wales with company number 05914025 (“Commagility” and, together with WTG, Boonton, Microlab and Holzworth, each a “Borrower” and collectively, the “Borrowers”), and BANK OF AMERICA, N.A., a national banking association (“Lender”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 7th, 2020 • Wireless Telecom Group Inc • Instruments for meas & testing of electricity & elec signals • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 4, 2020, is made by and among Wireless Telecom Group, Inc., a New Jersey corporation (the “Borrower”), the subsidiaries of Borrower set forth on the signature page hereto, as guarantors (the “Guarantors”, and collectively, with the Borrower, the “Loan Parties”), and Muzinich BDC, Inc. (the “Lender”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Loan Agreement (defined below).
FIRST AMENDMENT TO WARRANTWarrant Amendment • May 25th, 2023 • Wireless Telecom Group Inc • Communications equipment, nec
THIS FIRST AMENDMENT TO WARRANT (“Amendment”) is entered into as of May 24, 2023 (the “Effective Date”), by and between Muzinich BDC, Inc. (“Holder”) and Wireless Telecom Group, Inc. (the “Company”).
