AMONGSettlement Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
EXHIBIT 10.44 THIS NOTE IS SUBJECT TO AN INTERCREDITOR AGREEMENT, DATED AS OF DECEMBER 21, 2001, AMONG FLEET CAPITAL CORPORATION, A RHODE ISLAND CORPORATION, PETROCON ENGINEERING, INC., AND EQUUS II INCORPORATED, A DELAWARE CORPORATION, ET AL. THIS...Promissory Note • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
GUARANTYGuaranty • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
VOTING AGREEMENTVoting Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
As used in this Agreement, the term "Secured Obligations" shall mean ------------------- any and all (i) Obligations of Pledgor or Borrower to Pledgee and/or Lenders, pursuant to that certain Second Amended and Restated Loan and Security Agreement,...Stock Pledge Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
SECURITY AGREEMENT ------------------Security Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
BACKGROUNDIntercreditor Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
EXHIBIT 10.54 AMENDED AND RESTATED REVOLVING NOTE U.S. $15,000,000 Dallas, Texas December 21, 2001Revolving Note • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers
EXHIBIT 10.61 AMENDED AND RESTATED TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers
RECITALS A. Pursuant to that certain Settlement Agreement and Plan of Reorganization dated as of December 21, 2001, by and among Petrocon Engineering, Inc., a Texas corporation ("PEI"), Industrial Data Systems --- Corporation, a Nevada corporation...Mortgage • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
EXHIBIT 10.59 AMENDED AND RESTATED PATENT SECURITY AGREEMENTPatent Security Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers
EXHIBIT 10.53 SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT BY AND AMONG IDS ENGINEERING, INC., THERMAIRE, INC., CONSTANT POWER MANUFACTURING, INC., INDUSTRIAL DATA SYSTEMS, INC., IDS ENGINEERING MANAGEMENT, LC, PETROCON ENGINEERING, INC.,...Loan and Security Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
RECITALS: --------Indemnification Escrow Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
RECITALSOption Pool Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
RECITALS: -------- A. Parent, Purchaser, IDS Engineering Management, LC, a Texas limited liability company, and Petrocon Engineering Inc., a Texas corporation ("PEI"), entered into a Merger Agreement on or about July 31, 2001 (the "Merger Agreement").Option Escrow Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
Exhibit 4.5 December 4, 2001 Richard E. Mitchen 12011 Bricksome Avenue Suite D Baton Rouge, Louisiana 70816 Dear Mr. Mitchen: Petrocon Engineering, Inc., a Texas corporation (the "Company"), has issued to you a Warrant (the "Existing Warrant")...Warrant Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers
EXHIBIT 10.58 CONTINUING GUARANTY AGREEMENT FOR VALUE RECEIVED as of this 21ST day of December, 2001, the undersigned (hereinafter referred to as "Guarantor") guarantees unconditionally the full and prompt payment and performance to FLEET CAPITAL...Continuing Guaranty Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers • Texas
Any and all indebtedness and obligations, whether direct or indirect, absolute or contingent, primary or secondary, joint or several, and all renewals, modifications and extensions thereof for which Borrower is now or hereafter may become liable or indebted to Lenders, whether arising by loan agreements, notes, drafts, acceptances, letters of credit, overdrafts, assignments, participations, discounts or otherwise, and all interest accruing thereon (including, without limitation, interest which would accrue but for the commencement of a bankruptcy proceeding), fees charged in connection therewith and reimbursable expenses incurred in connection therewith, whether by lapse of time, acceleration of maturity, or otherwise, including such indebtedness and obligations now or hereafter arising on account of (i) the Obligations, as defined in that certain Second Amended and Restated Loan and Security Agreement, dated as of the date hereof (as the same may be renewed, extended, modified or repl
Lock-Up Agreement FormLock-Up Agreement • April 1st, 2002 • Industrial Data Systems Corp • Electronic computers
The undersigned is an owner of record or beneficially of certain shares of common stock of Petrocon Engineering, Inc. ("PEI Common Stock") or securities convertible into or exchangeable or exercisable for the PEI Common Stock. Petrocon Engineering, Inc. ("PEI") proposes to enter into a merger whereby PEI Acquisition, Inc., a wholly owned, indirect subsidiary of the Company, will merge with and into PEI (the "Merger") with PEI as the surviving corporation. As consideration for their PEI Common Stock and securities convertible into or exchangeable or exercisable for the PEI Common Stock, each of the shareholders of PEI will receive shares of common stock, par value $.001 per share, of the Company ("Company Common Stock") and/or securities convertible into or exchangeable or exercisable for Company Common Stock ("Company Options" and together with Company Common Stock, "Securities"). The undersigned recognizes that the Merger will be of benefit to the undersigned and will benefit PEI and
