Standard Contracts
VERITEQ ACQUISITION CORPORATION RESTRICTED STOCK AWARD AGREEMENT UNDER VERITEQ ACQUISITION CORPORATION 2012 STOCK INCENTIVE PLANRestricted Stock Award Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Delaware
This RESTRICTED STOCK AWARD AGREEMENT (the “Agreement”) is made as of January 22, 2013 (the “Grant Date”), between VeriTeQ Acquisition Corporation, a Florida corporation (the “Company”) and Randolph K. Geissler (the “Grantee”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Florida
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of November 14, 2013 (the “Effective Date”), and amends and restates the Employment Agreement entered into as of July 8, 2013 (the “former Agreement”), between VeriTeQ Corporation, formerly known as Digital Angel Corporation, (the “Employer”) and Scott R. Silverman, an individual (the “Employee”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Florida
THIS AGREEMENT made as of the 28th day of August, 2012 (the “Effective Date”), by and among PositiveID Corporation, a Delaware corporation (“Seller”), and VeriTeQ Acquisition Corporation, a Delaware corporation (“Buyer”). (The Seller and the Buyer may hereinafter be collectively referred to as the “Parties” or individually as the “Party”).
LICENSE AGREEMENTLicense Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Florida
This License Agreement (this “Agreement”) is entered into as of August 28, 2012 (the “Effective Date”), by and between PositiveID Corporation, a Florida corporation (the “Licensee” or “PositiveID”), and VeriTeQ Acquisition Corporation, a Delaware corporation (“VeriTeQ”) (PositiveID and VeriTeQ may hereinafter be collectively referred to as the “Parties” or individually as the “Party”).
ASSIGNMENT AND ASSUMPTION OF TRADEMARKSAssignment and Assumption of Trademarks • November 14th, 2013 • Veriteq • Communications equipment, nec
THIS ASSIGNMENT AND ASSUMPTION OF TRADEMARKS is made effective this 28th day of November, 2012, by and between SNC Holdings Corp., a Delaware corporation (hereinafter called the “Assignor”), and VTQ IP Holding Corporation (hereinafter called the “Assignee”). Terms not otherwise defined herein shall have the meanings set forth in that certain Asset Purchase Agreement (as defined below).
ASSIGNMENT AND ASSUMPTION OF PATENTSAssignment and Assumption of Patents • November 14th, 2013 • Veriteq • Communications equipment, nec
THIS ASSIGNMENT AND ASSUMPTION OF PATENTS is made this 30th day of November, 2012, by and between SNC Holdings Corp., a Delaware corporation (hereinafter called the “Assignor”), and VTQ IP Holding Corporation (hereinafter called the “Assignee”). Terms not otherwise defined herein shall have the meanings set forth in that certain Asset Purchase Agreement (as defined below).
LETTER AGREEMENTLetter Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec
This letter agreement (“Letter Agreement”) is intended to summarize the terms and conditions of the agreement between VeriTeQ Acquisition Corporation (“VTEQ”) and PositiveID Corporation (“PSID”) as to the continued financial support of VTEQ by PSID:
BILL OF SALEBill of Sale • November 14th, 2013 • Veriteq • Communications equipment, nec • New York
This Bill of Sale (this “Bill of Sale”) is made as of this 30th day of November, 2012, by and between SNC Holdings Corp., a Delaware corporation (“Seller”), and VTQ IP Holding Corporation, a Delaware corporation (“IP Holdco”) and wholly-owned subsidiary of VeriTeQ Acquisition Corporation (d/b/a VeriTeQ Corporation), a Florida corporation (“Buyer”)
LETTER AGREEMENTLetter Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec
This letter agreement (“Letter Agreement”) is intended to amend certain terms contained in the Letter Agreement dated July 8, 2013 (“July 2013 Letter”), between VeriTeQ Acquisition Corporation, its subsidiaries, parent and affiliates (“VTEQ”) and PositiveID Corporation (“PSID”). Section 5 below also adds a new term, not previously addressed in prior agreements.
ContractWarrant Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Delaware
THIS WARRANT AND THE SHARES OF COMMON STOCK ACQUIRABLE ON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, OFFERED FOR SALE, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Florida
This Stock Purchase Agreement (this “Agreement”) is entered into as of January 11, 2012, by and between PositiveID Corporation, a Delaware corporation (the “Seller”), and VeriTeQ Acquisition Corporation, a Florida corporation (the “Buyer”).
ContractAsset Purchase Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec
This letter agreement (“Letter Agreement”) is intended to summarize the agreements between VeriTeQ Acquisition Corporation (“VTEQ”) and PositiveID Corporation (“PSID”) entered into on or about the date of this Letter Agreement and to memorialize other terms not included in those agreements. The parties have mutually agreed to the following:
VERITEQ ACQUISITION CORPORATION EMPLOYMENT AND NON-COMPETE AGREEMENTEmployment and Non-Compete Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Florida
AGREEMENT made this 28th day of January, 2013, and effective as of September 1, 2012, (the “Effective Date”), by and between the parties to this Agreement (hereinafter individually referred to as “Party” and collectively referred to as “Parties”), VERITEQ ACQUISITION CORPORATION, a Delaware Business Corporation (hereinafter referred to as “VTEQ”), and RANDOLPH K. GEISSLER (hereinafter referred to as “Executive”).
ROYALTY AGREEMENTRoyalty Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • New York
This Royalty Agreement (“Agreement”), dated as of November 30, 2012 (the “Effective Date”), is entered into between SNC Holdings Corp., a Delaware corporation (“Seller”), and VeriTeQ Acquisition Corporation (d/b/a VeriTeQ Corporation), a Florida corporation (“Buyer”) (hereinafter collectively referred to as the “Parties” and individually referred to as a “Party”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • New York
This Assignment and Assumption Agreement (this “Agreement”) is made as of this 30th day of November, 2012, by and between SNC Holdings Corp., a Delaware corporation (“Seller”), and VeriTeQ Acquisition Corporation (d/b/a VeriTeQ Corporation), a Florida corporation (“Buyer”).
VERITEQ ACQUISITION CORPORATION EMPLOYMENT AND NON-COMPETE AGREEMENTEmployment Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Florida
THIS AGREEMENT is effective as of January 1, 2012, (the “Effective Date”), by and between the parties to this Agreement (hereinafter individually referred to as “Party” and collectively referred to as “Parties”), VERITEQ ACQUISITION CORPORATION, a Delaware Business Corporation (hereinafter referred to as “VAC”), any and all successor companies to VAC, including, but not limited to, VERITEQ CORPORATION, and SCOTT R. SILVERMAN (hereinafter referred to as “Executive”).
Termination AgreementTermination Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Florida
THIS TERMINATION AGREEMENT (the “Agreement”) is made and entered into effective the 7th day of July, 2013, between VeriTeQ Acquisition Corporation, a Florida corporation (“VAC”), and Scott R. Silverman (the “Executive”).
FORM OF SECURITY AGREEMENT among SNC HOLDINGS CORP., VERITEQ ACQUISITION CORPORATION (d/b/a VERITEQ CORPORATION) and VTQ IP HOLDING CORPORATION Dated as of November 28, 2012Security Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • New York
SECURITY AGREEMENT (this “Agreement”) dated as of November 28, 2012, by and among SNC Holdings Corp., a Delaware corporation (the “Secured Party”); VeriTeQ Acquisition Corporation (d/b/a VeriTeQ Corporation), a Florida corporation (the “Debtor”); and VTQ IP Holdings Corporation, a Delaware corporation (“IP Holdco”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • New York
This Asset Purchase Agreement (this “Agreement”), dated as of December 3, 2012, is entered into between SNC Holdings Corp., a Delaware corporation (“Seller”), and VeriTeQ Acquisition Corporation (d/b/a VeriTeQ Corporation), a Florida corporation (“Buyer”).
Termination AgreementTermination Agreement • November 14th, 2013 • Veriteq • Communications equipment, nec • Florida
THIS TERMINATION AGREEMENT (the “Agreement”) is made and entered into effective the 7th day of July, 2013, between VeriTeQ Acquisition Corporation, a Florida corporation (“VAC”), and Randolph K. Geissler (the “Executive”).
