ContractXplore Technologies Corp • November 10th, 2009 • Computer & office equipment • Delaware
THIS SECURITY AND THE SHARES OF COMMON STOCK WHICH MAY BE PURCHASED UPON THE EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND SUCH SECURITIES MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION AND REGISTRATION UNDER APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM UNDER THE ACT AND THE RULES AND REGULATIONS THEREUNDER AND SUCH APPLICABLE STATE SECURITIES LAWS.
NOTE PURCHASE AGREEMENT Among XPLORE TECHNOLOGIES CORP. XPLORE TECHNOLOGIES CORPORATION OF AMERICA and THE PURCHASERS Dated November 5, 2009Subordination Agreement • November 10th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made on the 5th day of November, 2009, by and among Xplore Technologies Corp., a Delaware corporation (the “Parent”), Xplore Technologies Corporation of America, a Delaware corporation and wholly-owned subsidiary of the Parent (the “Subsidiary” and collectively with the Parent, the “Borrowers”), and the purchasers listed on Schedule I hereto, each of which is herein referred to as an “Initial Purchaser” and the purchasers listed from time to time on Schedule II hereto, each of which is herein referred to as an “Additional Purchaser”, and collectively, as the “Purchasers”.
AMENDMENT NO. 2 TO NOTE PURCHASE AGREEMENT DATED AS OF FEBRUARY 27, 2009Note Purchase Agreement • November 10th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
This AMENDMENT NO. 2 TO NOTE PURCHASE AGREEMENT DATED AS OF FEBRUARY 27, 2009 is entered into as of November 5, 2009 (this “Amendment Agreement”) by and among XPLORE TECHNOLOGIES CORP., a Delaware corporation (the “Parent”), XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (the “Subsidiary”, and together with the Parent, the “Borrowers”), PHOENIX VENTURE FUND LLC, a Delaware limited liability company, as agent for the Purchasers (the “Agent”), and the Purchasers holding at least 51% of the aggregate principal amount of the Notes currently outstanding (the “Majority Purchasers”), as such Majority Purchasers are identified on the signature pages hereto.
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND SUCH NOTE MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER THE ACT AND...Loan and Security Agreement • November 10th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
THIS NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE TO THE INDEBTEDNESS (INCLUDING INTEREST) OF THE BORROWERS REPRESENTED BY THAT CERTAIN AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT DATED AS OF SEPTEMBER 11, 2009 (THE “A&R LOAN AGREEMENT”), BY AND AMONG THE SUBSIDIARY AND THE SENIOR LENDER, AS SUCH A&R LOAN AGREEMENT MAY BE AMENDED, SUPPLEMENTED, RESTATED OR OTHERWISE MODIFIED FROM TIME TO TIME OR ANY REFINANCINGS THEREOF.
AMENDMENT NO. 2 TO NOTE PURCHASE AGREEMENT DATED AS OF SEPTEMBER 5, 2008Note Purchase Agreement • November 10th, 2009 • Xplore Technologies Corp • Computer & office equipment • New York
This AMENDMENT NO. 2 TO NOTE PURCHASE AGREEMENT DATED AS OF SEPTEMBER 5, 2008 is entered into as of November 5, 2009 (this “Amendment Agreement”) by and among XPLORE TECHNOLOGIES CORP., a Delaware corporation (the “Parent”), XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (the “Subsidiary”, and together with the Parent, the “Borrowers”), PHOENIX VENTURE FUND LLC, a Delaware limited liability company, as agent for the Purchasers (the “Agent”), and the Purchasers holding at least 51% of the aggregate principal amount of the Notes currently outstanding (the “Majority Purchasers”), as such Majority Purchasers are identified on the signature pages hereto.
FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 10th, 2009 • Xplore Technologies Corp • Computer & office equipment
THIS FIRST AMENDMENT to AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 5th day of November, 2009 by and between Silicon Valley Bank (“Bank”) and XPLORE TECHNOLOGIES CORPORATION OF AMERICA, a Delaware corporation (“Borrower”) whose address is 14000 Summit Drive, Suite 900, Austin, Texas 78728.
