REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals
This Agreement is made pursuant to the Exchange Agreement, dated as of the date hereof, between the Company and each of the purchasers signatory thereto (the “Exchange Agreement”).
10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE DECEMBER 31, 2024Giga Tronics Inc • May 11th, 2023 • Instruments for meas & testing of electricity & elec signals • New York
THIS 10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued debt obligation of Giga-tronics, Incorporated, a California corporation (the “Company” or the “Borrower”), having its principal place of business at 5990 Gleason Drive, Dublin, CA 94568, designated as its 10% Senior Secured Convertible Promissory Note due December 31, 2024 (the “Note”).
SECURITY AGREEMENTSecurity Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals
This SECURITY AGREEMENT, dated as of December 31, 2022 (this “Agreement”), is by and among Giga-tronics, Incorporated, a California corporation (the “Company”), Microsource, Inc, a California company and a wholly owned subsidiary of the Company and Gresham Worldwide, Inc., a Delaware company and a wholly owned subsidiary of the Company (each, a “Guarantor” and, together with the Company, the “Debtor” or “Debtors”), and the holder of the Company’s 10% Senior Secured Convertible Promissory Note due December 31, 2024, in the original principal amount of $6,750,000.00 (the “Note”) signatory hereto, its endorsees, transferees and assigns (collectively, the “Secured Party”).
SECURITY AGREEMENTSecurity Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals
This SECURITY AGREEMENT, dated as of December 31, 2022 (this “Agreement”), is by and among Giga-tronics Incorporated, a California corporation (the “Company”), any subsidiary of the Company that is a signatory hereto either now joined or joined in the future (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and the holder of the Company’s Senior Secured Convertible Promissory Note due December 31, 2024 (the “Note”) in the principal amount of $4,382,740 signatory hereto, its endorsees, transferees and assigns (collectively, the “Secured Lender”).
GUARANTYGuaranty • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • New York
GUARANTY, dated as of December 31, 2022 (this “Guaranty”), entered into by the guarantors signatory hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchaser signatory (together with its permitted assigns, the “Purchaser” or “Purchasers,” as the case may be) to that certain Securities Purchase Agreement, dated as of the date hereof, between Giga-tronics, Incorporated, a California corporation (the “Company”) and the Purchaser (the “Purchase Agreement”).
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • California
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”) is entered into as of September 8, 2022 (the “Grant Date”) between Giga-tronics, Inc. (the “Company”) and ____________ (the “Optionee”).
EXCHANGE AGREEMENTExchange Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • New York
This EXCHANGE AGREEMENT (this “Agreement”), is dated as of December 31, 2022, by and between Giga-tronics Incorporated, a California corporation (the “Company”), and BitNile Holdings, Inc., a Delaware corporation (the “Holder”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • New York
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of this September 15, 2020 (“Effective Date”), by and between Gresham Worldwide, Inc., a Delaware corporation and wholly owned subsidiary of DPW Holdings, Inc., a Delaware corporation (“DPW”),with an address of 201 Shipyard Way, Newport Beach, California 92663 (the “Company”) and Jonathan Read, an individual (the “Executive”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • New York
This Stock Purchase Agreement (this “Agreement”) is made and entered into as of the 9th day of November, 2020 (the “Execution Date”), by and among: Tabard Holdings Inc., a Delaware corporation (the “Purchaser”), Gresham Worldwide, Inc., a Delaware corporation (the ”Guarantor”), solely for the purposes of Article IX and guaranteeing the Earn-out Payments, if any, the Persons listed on Appendix A attached hereto (collectively, the “Sellers”, and each individually, a “Seller”), and Peter Christopher Lappin, in his capacity as the representative of the Sellers (the “Sellers’ Representative”). The Purchaser, the Sellers, and Sellers’ Representative are each referred to herein individually as a “Party” and collectively as the “Parties.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of December 31, 2022, between Giga-tronics, Incorporated, a California corporation (the “Company”), and the holder signatory hereto (the “Holder”).
ENERTEC SYSTEMS 2001 LTD. COMMON STOCK PURCHASE WARRANTGiga Tronics Inc • May 11th, 2023 • Instruments for meas & testing of electricity & elec signals
THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, Zvika Avni, with an address at Zamir Street 3, Karmi'EI, Israel (the "Holder"), is entitled to subscribe for and purchase, at any time or times on or after December 31, 2020 (the "Issuance Date"),from Enertec Systems 2001 Ltd., an Israeli company with an address at 8 21653 HaNapach St., Karmiel, Israel (the "Company"), Twenty-Seven Thousand Eight Hundred Eighty-Nine (27,889) shares (the "Warrant Shares") of the fully paid and nonassessable common stock, par value 1.00 per share, of the Company (the "Common Stock"), at an exercise price per share of $0.01 (the "Exercise Price"). As of the date of this Warrant, the authorized share capital of the Company is 287,700 shares of Common Stock, of which 251,000 shares of Common Stock are issued and outstanding. This Warrant is subject to the following terms and conditions:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 31, 2022, by and between Giga-tronics, Incorporated, a California corporation, with offices located at 5990 Gleason Drive, Dublin, CA 94568 (the “Company”), and Ault Lending, LLC., a California company with an address in 11411 Southern Highlands Parkway, Suite 330, Las Vegas, NV 89141 (the “Holder”).
Giga-tronics, IncorporatedGiga Tronics Inc • May 11th, 2023 • Instruments for meas & testing of electricity & elec signals
Reference is made to that certain senior secured promissory exchange note due December 31, 2024 in the principal amount of $4,382,740 (the “Exchange Note”) that was issued by Giga-tronics Incorporated, a California corporation (“Giga”) to BitNile Holdings, Inc., a Delaware corporation (“BitNile”) on December 31, 2022 pursuant to that certain exchange agreement dated December 31, 2022 between Giga and BitNile (the “Exchange Agreement”). Reference is also made to the Transaction Documents (as defined in the Exchange Agreement) (the “Exchange Transaction Documents”) dated as of December 31, 2022.
RESTRICTED STOCK UNIT AGREEMENT NON-PLANRestricted Stock Unit Agreement • May 11th, 2023 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • New York
This RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”), entered into as of September 8, 2022 (the “Grant Date”), sets forth the terms and conditions of an award (this “Award”) of restricted stock units (“RSUs”) granted by Giga-tronics, Inc., a California corporation (the “Company”), to __________ (the “Recipient”).
