Nexsan Corp Sample Contracts

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L E A S E --------- of
Nexsan Corp • April 3rd, 2001
ARTICLE I PURCHASE OF SHARES
Stock Purchase Agreement • April 3rd, 2001 • Nexsan Corp • New York
RECITALS
Exchange Agreement • April 3rd, 2001 • Nexsan Corp • New York
REGULATION S
Stock Purchase Agreement • April 3rd, 2001 • Nexsan Corp • New York
ARTICLE I
Registration Rights Agreement • April 3rd, 2001 • Nexsan Corp • New York
Underwriting Agreement
Underwriting Agreement • March 17th, 2010 • Nexsan Corp • Computer storage devices • New York

Nexsan Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 4,884,000 shares of common stock (“Stock”) of the Company, and, at the election of the Underwriters, up to 750,000 additional shares of Stock, and the stockholder of the Company named in Schedule II hereto (the “Selling Stockholder”) proposes, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of 116,000 shares. The aggregate of 5,000,000 shares to be sold by the Company and the Selling Stockholder is herein called the “Firm Shares” and the aggregate of 750,000 additional shares to be sold by the Company is herein called the “Optional Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.

INDEMNITY AGREEMENT
Indemnity Agreement • May 13th, 2009 • Nexsan Corp • Computer storage devices • Delaware

This Indemnity Agreement (this “Agreement”), dated as of , 2009, is made by and between Nexsan Corporation, a Delaware corporation (the “Company”), and , a director and/or officer of the Company (the “Indemnitee”).

Contract
Nexsan Corp • April 25th, 2008 • Non-operating establishments • California

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.

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AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT NEXSAN TECHNOLOGIES INCORPORATED
Loan and Security Agreement • January 21st, 2010 • Nexsan Corp • Computer storage devices • California

This AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is entered into as of July 28, 2009, by and between COMERICA BANK (“Bank”) and NEXSAN TECHNOLOGIES INCORPORATED (“Borrower”).

AMENDMENT OF INDUSTRIAL LEASE - NO. 1
Industrial Lease • May 13th, 2009 • Nexsan Corp • Computer storage devices

THIS FIRST AMENDMENT TO INDUSTRIAL LEASE (“First Amendment”) dated October 10, 2003 is made as of January 2, 2009 by and between Enterprise Heights Industrial Centre Associates, as Lessor, and Nexsan Technologies, Inc., as Lessee.

WARRANT TO PURCHASE STOCK
Nexsan Corp • April 25th, 2008 • Non-operating establishments • California

THIS WARRANT CERTIFIES THAT, for value received, receipt of which is hereby acknowledged, ORIX Venture Finance LLC (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the Class of Stock (the “Shares”) of Nexsan Corporation (the “Company”) at the initial exercise price per Share (the “Warrant Price”) set forth above, as constituted on the date hereof and as adjusted pursuant to the other terms of this Warrant, subject to the provisions and upon the terms and conditions set forth in this Warrant. This Warrant is being issued pursuant to a Loan and Security Agreement between the Company and Holder dated as of August 10, 2005 (the “Loan Agreement”) (Capitalized terms used herein, which are not defined, shall have the meanings set forth in the Loan Agreement.)

Amended and Restated Employment Agreement between Nexsan Corporation and Gene Spies
Employment Agreement • January 25th, 2011 • Nexsan Corp • Computer storage devices • California

This amended and restated agreement (the “Agreement”) replaces and supersedes the employment agreement you and Nexsan Corporation (the “Company”) signed on November 21, 2007 and your amended and restated employment agreement dated September 15, 2010. This Agreement sets forth the terms and conditions of your employment by the Company and your compensation. We encourage you to keep a copy for your own records, as it reflects your new employment status with the Company.

STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE — NET AIR COMMERCIAL REAL ESTATE ASSOCIATION
Non-Disturbance and Attornment Agreement • March 9th, 2011 • Nexsan Corp • Computer storage devices
NEXSAN TECHNOLOGIES INCORPORATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • April 25th, 2008 • Nexsan Corp • Non-operating establishments • California

This LOAN AND SECURITY AGREEMENT is entered into as of March 31, 2004, by and between COMERICA BANK (“Bank”) and NEXSAN TECHNOLOGIES INCORPORATED (“Borrower”).

Amended and Restated Employment Agreement between Nexsan Corporation and Philip Black
Employment Agreement • January 25th, 2011 • Nexsan Corp • Computer storage devices

This amended and restated EMPLOYMENT AGREEMENT (the “Agreement”) is effective on January 17, 2011 (the “Agreement Date”) between and among Nexsan Corporation (the “Company”) and Philip Black (“Executive”).

SUBSCRIPTION AGREEMENT ENTERED INTO AT MONTRÉAL, QUÉBEC, AS OF March 29, 2007.
Subscription Agreement • April 25th, 2008 • Nexsan Corp • Non-operating establishments • New York

AMONG: NEXSAN CORPORATION, a Delaware corporation, represented herein by Philip Black, acting as Chief Executive Officer, duly authorized for the purposes hereof as he so declares and having its head office in California; (hereinafter referred to as the “Corporation”)

Contract
Nexsan Corp • April 25th, 2008 • Non-operating establishments • New York

THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED OR UNLESS SOLD PURSUANT TO AN EXEMPTION UNDER SUCH ACT.

NEXSAN CORPORATION RESTRICTED STOCK PURCHASE AGREEMENT
Restricted Stock Purchase Agreement • April 25th, 2008 • Nexsan Corp • Non-operating establishments • New York

Unless otherwise defined herein, capitalized terms defined in the 2001 Stock Plan (the “Plan”) of Nexsan Corporation (the “Company”) shall have the same meanings when used in this Restricted Stock Purchase Agreement (the “Agreement”).

Revised Employment Agreement between Nexsan Technologies, Inc. and Rik Mussman
Employment Agreement • April 25th, 2008 • Nexsan Corp • Non-operating establishments • California

This agreement (the “Agreement”) replaces and supersedes the employment agreement you and Nexsan Technologies, Inc. (the “Company”) signed on October 12, 2006. This Agreement sets forth the terms and conditions of your employment by the Company and your compensation. We encourage you to keep a copy for your own records, as it reflects your new employment status with the Company.

STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE - GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
Work Letter Agreement • April 25th, 2008 • Nexsan Corp • Non-operating establishments
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