GENERAL SECURITY AGREEMENTGeneral Security Agreement • December 26th, 2006 • VeriChip CORP • Communications equipment, nec
AMENDED AND RESTATED REVOLVING LINE OF CREDIT NOTE WORKING CAPITALRevolving Line of Credit Note • December 26th, 2006 • VeriChip CORP • Communications equipment, nec
FOR VALUE RECEIVED, the undersigned, VeriChip Corporation, a Delaware corporation with a principal place of business at 1690 South Congress Avenue, Suite 200, Delray Beach, Florida 33445 (the “Borrower”), hereby promises to pay to the order of Applied Digital Solutions, Inc., a Missouri corporation located at 1690 South Congress Avenue, Suite 200, Delray Beach, Florida 33445 (the “Lender”), at such address, or such other place or places as the holder hereof may designate in writing from time to time hereafter, the maximum principal sum of Thirteen Million Dollars ($13,000,000.00), or, if less, so much thereof as may be advanced or readvanced by the Lender to the Borrower pursuant to the terms of the Loan Agreement (as hereinafter defined), together with interest as provided for hereinbelow, in lawful money of the United States of America.
TRADEMARK ASSIGNMENT AGREEMENTTrademark Assignment Agreement • December 26th, 2006 • VeriChip CORP • Communications equipment, nec • Florida
This Trademark Assignment Agreement (the “Agreement”) is entered into this 21st day of December, 2006 (the “Effective Date”) by and between Applied Digital Solutions, Inc., a corporation duly organized and existing under the laws of the State of Missouri and having it principal place of business at 1690 S. Congress Avenue, Suite 200, Delray Beach, FL 33445 (“Assignor”) and VeriChip Corporation, a corporation duly organized and existing under the laws of the State of Delaware and having it principal place of business at 1690 S. Congress Avenue, Suite 200, Delray Beach, FL 33445 (“Assignee”).
AMENDED AND RESTATED TRANSITION SERVICES AGREEMENTTransition Services Agreement • December 26th, 2006 • VeriChip CORP • Communications equipment, nec • Florida
This AMENDED AND RESTATED TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of December 21, 2006, is entered into between Applied Digital Solutions, Inc., a Missouri corporation (“ADSX”), and VeriChip Corporation, a Delaware corporation (“VeriChip”; references to VeriChip in this Agreement shall include VeriChip’s direct and indirect subsidiary companies).
VERICHIP CORP EMPLOYMENT AND NON-COMPETE AGREEMENTEmployment and Non-Compete Agreement • December 26th, 2006 • VeriChip CORP • Communications equipment, nec • Florida
AGREEMENT made this 5 day of December, 2006 (the “Effective Date”), by and between the parties to this Agreement (hereinafter individually referred to as “Party” and collectively referred to as “Parties”), VERICHIP CORP, a Delaware Business Corporation (hereinafter referred to as “VeriChip”), and SCOTT R. SILVERMAN (hereinafter referred to as “Executive”).
FIRST AMENDMENT TO SECURITY AGREEMENTSecurity Agreement • December 26th, 2006 • VeriChip CORP • Communications equipment, nec
This First Amendment to Security Agreement (the “Amendment”) is dated as of the 6th day of October, 2006 and is entered into by and between VERICHIP CORPORATION, a Delaware corporation with a principal place of business at 1690 South Congress Avenue, Suite 200, Delray Beach, Florida 33445 (“the Debtor”), and Applied Digital Solutions, Inc., a Missouri corporation located at 1690 South Congress Avenue, Suite 200, Delray Beach, Florida 33445 (the “Secured Party”).
FORM OF 2006 TAX ALLOCATION AGREEMENTTax Allocation Agreement • December 26th, 2006 • VeriChip CORP • Communications equipment, nec • Florida
THIS 2006 TAX ALLOCATION AGREEMENT (“Agreement”) is entered into effective as of the Deconsolidation Date among Applied Digital Solutions, Inc., a Missouri corporation with its principal place of business at Delray Beach, Florida (“Applied Digital”), VeriChip Corporation, a Delaware corporation also with its principal place of business at Delray Beach, Florida (“VeriChip”) and each other corporation that is a member of the Consolidated Group as defined below. Applied Digital and VeriChip are hereinafter collectively referred to as the “Parties” and singularly as a “Party”.
AMENDMENT TO GROUP PURCHASING PROGRAM AGREEMENTGroup Purchasing Program Agreement • December 26th, 2006 • VeriChip CORP • Communications equipment, nec
THIS AMENDMENT to the Group Purchasing Program Agreement of October 28, 2004 is made and entered into as of October 20, 2006, by and between Henry Schein, Inc., a Delaware corporation (“HSI”) and VeriChip Corporation, a Delaware corporation (“VeriChip”).
FIRST AMENDMENT TO COMMERCIAL LOAN AGREEMENTCommercial Loan Agreement • December 26th, 2006 • VeriChip CORP • Communications equipment, nec • New Hampshire
This FIRST AMENDMENT TO COMMERCIAL LOAN AGREEMENT, dated as of October 6, 2006 (this “First Amendment”), is between VERICHIP CORPORATION, a Delaware corporation (the “Borrower”), and APPLIED DIGITAL SOLUTIONS, INC., a Missouri corporation (the “Lender”).
