ASSET AND STOCK PURCHASE AGREEMENT by and among ELECTRO SWITCH CORP. and ESC WORLDWIDE, INC. and EMRISE ELECTRONICS CORPORATION and EMRISE CORPORATION Dated March 20, 2009Asset and Stock Purchase Agreement • March 26th, 2009 • Emrise CORP • Instruments for meas & testing of electricity & elec signals • Delaware
THIS ASSET AND STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of March 20, 2009, by and between Electro Switch Corp., a Delaware corporation (“Buyer”), ESC Worldwide, Inc., a Massachusetts corporation (“Stock Buyer”), EMRISE Electronics Corporation, a New Jersey corporation (“Seller”), and EMRISE Corporation, a Delaware corporation (“Parent”). Buyer, Stock Buyer, Seller and Parent are referred to collectively as the “Parties,” and each individually as a “Party.”
FORBEARANCE AGREEMENT AND AMENDMENT NUMBER 3 TO LOAN DOCUMENTSForbearance Agreement • March 26th, 2009 • Emrise CORP • Instruments for meas & testing of electricity & elec signals • California
THIS FORBEARANCE AGREEMENT AND AMENDMENT NUMBER 3 TO LOAN DOCUMENTS (this “Third Amendment”), is entered into as of March 20, 2009 (the “Third Amendment Effective Date”), by and among GVEC RESOURCE IV INC. (“Agent”), as Agent and as a Lender, EMRISE CORPORATION, a Delaware corporation (“Parent”), and Parent’s Subsidiaries that are signatories hereto (collectively with Parent, “Borrowers”).
