INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • May 2nd, 2019 • Ultralife Corp • Miscellaneous electrical machinery, equipment & supplies • New York
This Intellectual Property Security Agreement, as it may be amended, restated or otherwise modified from time to time (this “Agreement”), is executed and delivered at Newark, New York as of this 1st day of May 2019, by CLB, INC., a corporation organized under the laws of the State of Texas (together with its successors and assigns, “Pledgor”), to KEYBANK NATIONAL ASSOCIATION (together with its successors and assigns in its capacity as agent, “Agent”), as agent for the financial institutions which are now or which hereafter become a party to the Credit Agreement, as hereinafter defined (collectively, “Lenders”).
FIRST AMENDMENT AGREEMENTFirst Amendment Agreement • May 2nd, 2019 • Ultralife Corp • Miscellaneous electrical machinery, equipment & supplies
This First Amendment Agreement (this “Agreement”) is made and entered into as of this 1st day of May 2019, by and among ULTRALIFE CORPORATION, a Delaware corporation (“Existing Borrower”), SOUTHWEST ELECTRONIC ENERGY CORPORATION, a Texas corporation (“Southwest”), CLB, INC., a Texas corporation (“CLB” and together with Southwest, collectively, the “New Borrowers”, and each individually a “New Borrower”, and together with the Existing Borrower, collectively, the “Borrowers”, and each individually a “Borrower”), the lending institutions currently a party to the Credit Agreement (as hereinafter defined) (each, a “Lender” and collectively, the “Lenders”), and KEYBANK NATIONAL ASSOCIATION (“KeyBank”, and in its capacity as agent for the Lenders under the Credit Agreement, “Agent”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • May 2nd, 2019 • Ultralife Corp • Miscellaneous electrical machinery, equipment & supplies • New York
This Intellectual Property Security Agreement, as it may be amended, restated or otherwise modified from time to time (this “Agreement”), is executed and delivered at Newark, New York as of this 1st day of May, 2019, by SOUTHWEST ELECTRONIC ENERGY CORPORATION, a corporation organized under the laws of the State of Texas (together with its successors and assigns, “Pledgor”), to KEYBANK NATIONAL ASSOCIATION (together with its successors and assigns in its capacity as agent, “Agent”), as agent for the financial institutions which are now or which hereafter become a party to the Credit Agreement, as hereinafter defined (collectively, “Lenders”).
PLEDGE AGREEMENTPledge Agreement • May 2nd, 2019 • Ultralife Corp • Miscellaneous electrical machinery, equipment & supplies • New York
This Pledge Agreement, as it may be amended, restated or otherwise modified from time to time (this “Agreement”), is executed and delivered as of the 1st day of May, 2019, by SOUTHWEST ELECTRONIC ENERGY CORPORATION, a Texas corporation (“Pledgor”), to KEYBANK NATIONAL ASSOCIATION (together with its successors and assigns in its capacity as agent, “Agent”), as agent for the financial institutions which are now or which hereafter become a party to the Credit Agreement, as hereinafter defined (collectively, “Lenders”).
ContractAssumption and Joinder Agreement • May 2nd, 2019 • Ultralife Corp • Miscellaneous electrical machinery, equipment & supplies • New York
ASSUMPTION AND JOINDER AGREEMENT, dated as of May 1, 2019 (this “Joinder”), is executed in connection with that certain FIRST AMENDMENT AGREEMENT dated as of the date hereof (the “First Amendment”) among ULTRALIFE CORPORATION, a Delaware corporation (“Existing Borrower”), SOUTHWEST ELECTRONIC ENERGY CORPORATION, a Texas corporation (“Southwest”), CLB, INC., a Texas corporation (“CLB”) (collectively, together with Southwest, the “Joining Borrowers”, and each individually, a “Joining Borrower”), each other Person which may be added as a “Borrower” thereto, subsequent to the date hereof (collectively, together with the Existing Borrower and the Joining Borrowers, the “Borrowers”, and each individually, a “Borrower”), the lending institutions currently a party to the Credit Agreement (as hereinafter defined) (each, a “Lender” and collectively, the “Lenders”), and KEYBANK NATIONAL ASSOCIATION (“KeyBank”, and in its capacity as agent for the Lenders under the Credit Agreement, “Agent”), and
STOCK PURCHASE AGREEMENT By and Among ULTRALIFE CORPORATION, as the Buyer And SOUTHWEST ELECTRONIC ENERGY MEDICAL RESEARCH INSTITUTE, as the Seller And CLAUDE LEONARD BENCKENSTEIN, as the Shareholder And SOUTHWEST ELECTRONIC ENERGY CORPORATION, as the...Stock Purchase Agreement • May 2nd, 2019 • Ultralife Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of May 1, 2019, by and among ULTRALIFE CORPORATION, a Delaware corporation (the “Buyer”), SOUTHWEST ELECTRONIC ENERGY MEDICAL RESEARCH INSTITUTE, a Texas charitable trust (the “Seller”), CLAUDE LEONARD BENCKENSTEIN, an individual (the “Shareholder”), and SOUTHWEST ELECTRONIC ENERGY CORPORATION, a Texas corporation (the “Company” and, together with the Company, the Shareholder and the Buyer, the “Parties”).
TERM NOTETerm Note • May 2nd, 2019 • Ultralife Corp • Miscellaneous electrical machinery, equipment & supplies
in lawful money of the United States of America at such times, in such amounts and in such manner as provided in Section 2.1B of the Credit Agreement or such earlier time as a prepayment is required pursuant to the Credit Agreement. As used herein, “Credit Agreement” means the Credit and Security Agreement dated as of even date herewith, among Borrowers, certain other Credit Parties from time to time party thereto, the lenders named therein and KeyBank National Association, as Agent, as the same may from time to time be amended, restated or otherwise modified. Capitalized terms used herein shall have the meanings ascribed to them in the Credit Agreement.
