EMPLOYMENT AGREEMENTEmployment Agreement • September 19th, 2007 • Fortified Holdings Corp. • Lawn & garden tractors & home lawn & gardens equip • Connecticut
This EMPLOYMENT AGREEMENT (this “Agreement”) made as of September 13, 2007, between Fortified Holdings Corp., a Nevada corporation with a place of business at 125 Elm Street, New Canaan, CT 06840 (“Employer”), and Alan Hurwitz (“Executive”), an individual residing at 2 Bald Rock Rd, Redding, CT 06896.
CONTINUING GUARANTY AGREEMENTContinuing Guaranty Agreement • September 19th, 2007 • Fortified Holdings Corp. • Lawn & garden tractors & home lawn & gardens equip • Connecticut
This CONTINUING GUARANTY AGREEMENT (the “Guaranty”), dated as of September 13th, 2007 by FORTIFIED DATA COMMUNICATIONS, INC., a Delaware corporation (the “Guarantor”), in favor of THOMAS KEENAN VENTURES, LLC (“TKV”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 19th, 2007 • Fortified Holdings Corp. • Lawn & garden tractors & home lawn & gardens equip • Delaware
This Registration Rights Agreement (the “Agreement”) is made and entered into as of the 13th day of September, 2007 (the “Effective Date”) between Fortified Holdings Corp. (formerly Aegis Industries, Inc.), a Nevada corporation (the “Company”), and Thomas Keenan Ventures, LLC, a Delaware limited liability company (the “Investor”).
TERM LOAN NOTETerm Loan Note • September 19th, 2007 • Fortified Holdings Corp. • Lawn & garden tractors & home lawn & gardens equip • Connecticut
FOR VALUE RECEIVED, the undersigned, FORTIFIED HOLDINGS CORP. (formerly Aegis Industries, Inc.), a Nevada corporation (“Maker”), does hereby promise to pay to the order of THOMAS KEENAN VENTURES, LLC (“Holder”), at its office at 71 Wright Street, Westport, CT 06880, or at such other place as the holder hereof (including Holder, hereinafter referred to as “Holder”) may designate, the principal sum of FIVE MILLION DOLLARS ($5,000,000), in Dollars and in immediately available funds, together with interest on the unpaid principal under this Note beginning on the date hereof, before and after maturity (by acceleration or otherwise) or judgment (but subject to the default rate of interest set forth below), at the per annum rates described below, and to pay all taxes (except taxes on the overall net income or gross receipts of Holder) levied or assessed on this Note or the debt evidenced hereby against Holder, and together with all costs, expenses and attorneys' and other professional fees in
Fortified Holdings Corp.Modification of Agreement and Plan of Merger • September 19th, 2007 • Fortified Holdings Corp. • Lawn & garden tractors & home lawn & gardens equip • Delaware
Reference is hereby made to the Agreement and Plan of Merger (the “Merger Agreement”), dated May 31, 2007, by and among Aegis Industries, Inc., now known as Fortified Holdings Corp., a Nevada corporation (“Holdings”), Aegis Merger Corporation, a Delaware corporation and wholly owned subsidiary of Holdings (“Merger Co.”) (each of Merger Co. and Holdings, individually, a “Purchaser”, and, collectively, the “Purchasers”), Z5 Technologies LLC, a Connecticut limited liability company (the “Company”), and Thomas Keenan Ventures, LLC, a Delaware limited liability company (the “Seller”). All capitalized terms not otherwise defined in this letter agreement (this “Letter Agreement”) shall have the definitions ascribed to them in the Merger Agreement.
SECURITY AGREEMENTSecurity Agreement • September 19th, 2007 • Fortified Holdings Corp. • Lawn & garden tractors & home lawn & gardens equip • Connecticut
SECURITY AGREEMENT, dated as of the 13th day of September, 2007, by and between FORTIFIED DATA COMMUNICATIONS, INC. (formerly Aegis Merger Corporation), a Delaware corporation (the "Debtor"), and THOMAS KEENAN VENTURES, LLC (hereinafter, the "Secured Party").
