REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 11th, 2006 • Spectrum Sciences & Software Holdings Corp • Services-facilities support management services • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of May 11, 2005, is entered into by and among SPECTRUM SCIENCES & SOFTWARE HOLDINGS CORP., a Delaware corporation (the “Company”); and DARRYL K. HORNE, CHARLENE H. HORNE and MICHAEL MEGLESS (severally and not jointly, each, a “Shareholder” and, collectively, the “Shareholders”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • April 11th, 2006 • Spectrum Sciences & Software Holdings Corp • Services-facilities support management services • Florida
This ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2005, by and between Spectrum Sciences & Software Holdings Corp., a Delaware corporation (the “Assignor”), and Spectrum Sciences & Software, Inc., a Florida corporation (the “Assignee”), and shall be effective upon the filing with the Securities and Exchange Commission of Assignor’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2005 (the “Effective Date”).
STOCK OPTION AGREEMENTStock Option Agreement • April 11th, 2006 • Spectrum Sciences & Software Holdings Corp • Services-facilities support management services • Delaware
This Stock Option Agreement (this “Agreement”) is made as of May 11, 2005 by and between Spectrum Sciences & Software Holdings Corp. (the “Corporation”) and Darryl K. Horne (the “Optionee”).
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • April 11th, 2006 • Spectrum Sciences & Software Holdings Corp • Services-facilities support management services • Delaware
THIS AMENDMENT AND WAIVER AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2005, by and among Spectrum Sciences & Software Holdings Corp., a Delaware corporation (“Buyer”), Horne Acquisition LLC, a Virginia limited liability company and wholly owned subsidiary of Buyer (“Acquisition LLC”), Horne Engineering Services, Inc., a Virginia corporation (the “Company”), and Darryl K. Horne (“Horne”), Charlene M. Horne and Michael Megless (“Megless”), the shareholders of the Company (collectively, the “Shareholders”).
EMPLOYMENT AGREEMENTAgreement • April 11th, 2006 • Spectrum Sciences & Software Holdings Corp • Services-facilities support management services • Delaware
THIS AGREEMENT (the “Agreement”) is made and entered into as of May 11, 2005, by and between Spectrum Sciences & Software Holdings Corp., a Delaware corporation (the “Company”), and Michael Megless (the “Executive”), and shall become effective upon the filing with the Securities and Exchange Commission of the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2005 (the “Effective Date”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 11th, 2006 • Spectrum Sciences & Software Holdings Corp • Services-facilities support management services • Delaware
This AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of April 14, 2005, by and among (i) Spectrum Sciences & Software Holdings Corp., a Delaware corporation (“Buyer”), (ii) Horne Acquisition LLC, a Virginia limited liability company and wholly owned subsidiary of Buyer (“Acquisition LLC”), (iii) Horne Engineering Services, Inc., a Virginia corporation (the “Company”), and (iv) Darryl K. Horne (“Horne”), Charlene M. Horne (“C. Horne”) and Michael Megless (“Megless” and, together with Horne and C. Horne, the “Shareholders” and, each individually a “Shareholder”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 11th, 2006 • Spectrum Sciences & Software Holdings Corp • Services-facilities support management services • Delaware
THIS AGREEMENT (the “Agreement”) is made and entered into as of May 11, 2005, by and between Spectrum Sciences & Software Holdings Corp., a Delaware corporation (the “Company”), and Darryl Horne (the “Executive”), and shall become effective upon the filing with the Securities and Exchange Commission of the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2005 (the “Effective Date”).
