ACCOUNTS RECEIVABLE PURCHASE AGREEMENTAccounts Receivable Purchase Agreement • July 28th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
THIS ACCOUNTS RECEIVABLE PURCHASE AGREEMENT (this “Agreement”) is made on this 23rd day of July, 2009, by and between REPUBLIC CAPITAL ACCESS, LLC, a Delaware limited liability company having its principal place of business at 1818 Library Street, Reston, Virginia 20190 (“Buyer”), and American Defense Systems, Inc., a Delaware Corporation having its principal place of business at 230 Duffy Ave., Hicksville, NY 11801 (“Seller”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 15th, 2010 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
This EMPLOYMENT AGREEMENT (“Agreement”) is effective this 1st day of January, 2007, between American Defense Systems, Inc. (“the Company”) and Chuck Pegg (“Executive”) (sometimes referred to herein individually as “Party” or collectively as “Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 21st, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 7, 2008, by and among American Defense Systems, Inc., a Delaware corporation, with headquarters located at 230 Duffy Avenue, Unit C, Hicksville, New York 11801 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
AMERICAN DEFENSE SYSTEMS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT FORNon-Qualified Stock Option Agreement • April 15th, 2010 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
IMPORTANT PLEASE READ RULES AND REGULATIONS ATTACHED TO AND MADE A PART OF THIS LEASE IN ACCORDANCE WITH ARTICLE 36.American Defense Systems Inc • January 22nd, 2008 • Miscellaneous transportation equipment
WAIVER AGREEMENTWaiver Agreement • February 10th, 2011 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
This Waiver Agreement (the “Agreement”) is made and entered into, effective as of November 12, 2010 (the “Effective Date”), by and among American Defense Systems, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company parties hereto (individually, a “Holder” and collectively, the “Holders”). Unless otherwise specified herein, capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Certificate of Designations (as defined below).
AMERICAN DEFENSE SYSTEMS, INC. INCENTIVE STOCK OPTION AGREEMENT FORIncentive Stock Option Agreement • April 15th, 2010 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer • October 2nd, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
This DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT (the “Agreement”), is made and entered into this ____ day of ___________, 2009, by and among American Defense Systems, Inc., a Delaware corporation (the “Company”), and _______________ (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
This EMPLOYMENT AGREEMENT (“Agreement”) is effective this day of January, 2007, between American Defense Systems, Inc. (“the Company”) and Anthony Piscitelli (“Executive”) (sometimes referred to herein individually as “Party” or collectively as “Parties”).
FIRST AMENDMENT TO ACCOUNTS RECEIVABLE PURCHASE AGREEMENTAccounts Receivable Purchase Agreement • October 26th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
THIS FIRST AMENDMENT TO ACCOUNTS RECEIVABLE PURCHASE AGREEMENT, dated as of October 20, 2009 (this “Amendment”), between Republic Capital Access, LLC, a Delaware limited liability company (“RCA”), and American Defense Systems, Inc, a Delaware corporation (“ADSI”). Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings given to such terms in the Agreement (as defined below).
SUBCONTRACT BETWEEN CH2M HILL, AND SUBCONTRACTOR SUBCONTRACT NUMBER: 811843American Defense Systems Inc • January 16th, 2009 • Miscellaneous transportation equipment
In consideration of their mutual promises, the parties agree that this agreement for construction services (the “Subcontract”) is effective this 19th day of December, 2008, by and between
VOTING AGREEMENTVoting Agreement • May 27th, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
VOTING AGREEMENT, dated as of May 23, 2008 (this “Agreement”), by and among American Defense Systems, Inc., a Delaware corporation (the “Company”), and the stockholder listed on the signature page hereto under the heading “Stockholder” (the “Stockholder”).
AMENDMENT NO. 1 TO INDEPENDENT CONSULTING AGREEMENTIndependent Consulting Agreement • August 8th, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment
Reference is hereby made to the Independent Consulting Agreement, dated on or about August 1, 2007, by and between Richard Torykian (“Consultant”) and American Defense Systems, Inc., (“Client”), a copy of which is attached hereto (the “Original Agreement”).
West Coast Opportunity Fund, LLCAmerican Defense Systems Inc • April 11th, 2008 • Miscellaneous transportation equipment • New York
AMERICAN DEFENSE SYSTEMS, INC. EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • April 15th, 2010 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
THIS AGREEMENT, dated as of this August 1st 2008, is made by and between American Defense Systems, Inc. (“the Company”), a Delaware corporation having offices at 230 Duffy Avenue, Unit C, Hicksville, New York 11801, and Robert C. Aldrich, an individual residing at 27 Cambridge Avenue, Garden City, NY 11530 (“Executive”) (sometimes referred to herein individually as “Party” or collectively as “Parties”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 28th, 2010 • American Defense Systems Inc • Miscellaneous transportation equipment
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made effective as of January 1, 2010 (the “Effective Date”) by and between Anthony Piscitelli, (“Piscitelli” or the “Executive”) and American Defense Systems, Inc. (“ADSI” or the “Company”).
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • April 11th, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
This Consulting Services Agreement (the “Agreement) is entered into as of this 29th day of February, 2008 by and between Berthel Fisher & Company Financial Services, Inc., an Iowa corporation whose business address is 701 Tama Street, Building B, Marion, Iowa 52302 (“Berthel”) and American Defense Systems, Inc., a Delaware corporation whose address is 230 Duffy Avenue, Unit C, Hicksville, New York 11801 (“ADSI”).
AMENDMENT NO. 1 TO ADVISORY BOARD AGREEMENTAdvisory Board Agreement • May 15th, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
This Amendment No. 1 to Advisory Board Agreement (this “Amendment”) is made as of May 1, 2008 (the “Effective Date”), between American Defense Systems, Inc. (the “Company”) and Thomas J. Berthel (the “Advisor”).
West Coast Opportunity Fund, LLCAmerican Defense Systems Inc • May 30th, 2008 • Miscellaneous transportation equipment • New York
AMENDMENT TO LEASELease • January 22nd, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment
AGREEMENT, made this 31st day of May, 2006, between LONG ISLAND INDUSTRIAL GROUP ONE LLC, as landlord, having an office at 575 Underhill Boulevard, Suite 125, Syosset, New York 11791 (hereinafter referred to as “Landlord”) and AMERICAN DEFENSE SYSTEMS, INC., as tenant, having an office at 230 Duffy Avenue, Hicksville, New York 11801 (hereinafter referred to as “Tenant”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 28th, 2010 • American Defense Systems Inc • Miscellaneous transportation equipment
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made effective as of January 1, 2010 (the “Effective Date”) by and between Fergal Foley (“Foley” or the “Executive”) and American Defense Systems, Inc. (“ADSI” or the “Company”).
SECOND AMENDMENT TO FORBEARANCE AGREEMENTForbearance Agreement • June 17th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment
This SECOND AMENDMENT TO FORBEARANCE AGREEMENT (this “Amendment”) is entered into as of June 15, 2009, by and among AMERICAN DEFENSE SYSTEMS, INC., a Delaware corporation, A. J. PISCITELLI & ASSOCIATES, INC., a New York corporation, AMERICAN PHYSICAL SECURITY GROUP, LLC, a Delaware limited liability company (the “Borrowers”) and TD BANK, N.A., a national banking association, and successor by merger to COMMERCE BANK, N.A (the “Lender”).
AMENDMENT TO FORBEARANCE AGREEMENTForbearance Agreement • June 17th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment
This AMENDMENT TO FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of May 27, 2009, by and among AMERICAN DEFENSE SYSTEMS, INC., a Delaware corporation, A. J. PISCITELLI & ASSOCIATES, INC., a New York corporation, AMERICAN PHYSICAL SECURITY GROUP, LLC, a Delaware limited liability company (the “Borrowers”) and TD BANK, N.A., a national banking association, and successor by merger to COMMERCE BANK, N.A (the “Lender”).
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • February 11th, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
This Consulting Services Agreement (the “Agreement) is entered into as of this 31st day of July, 2007 by and between Thomas J. Berthel (“Tom Berthel”), whose business address is 701 Tama Street, Building B, Marion, Iowa 52302 and American Defense Systems, Inc., a Delaware corporation whose address is 230 Duffy Avenue, Unit C, Hicksville, New York 11801 (“ADSI”).
ContractAmerican Defense Systems Inc • February 11th, 2008 • Miscellaneous transportation equipment
INDUSTRIAL MANAGEMENT LLC, as Agent for Owner, as landlord, having an office at 575 Underhill Boulevard, Suite 125, Syosset, New York 11791 (hereinafter referred to as Landlord”) and AMERICAN DEFENSE SYSTEMS, INC., as tenant, having an office at 230 Duffy Avenue, Hicksville, New York 11801 (hereinafter referred to as “Tenant”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 15th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
This EMPLOYMENT AGREEMENT (“Agreement”) is effective this 9th day of January, 2009, between American Defense Systems, Inc. (“the Company”) and Fergal Foley (“Executive”) (sometimes referred to herein individually as “Party” or collectively as “Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 26th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 22, 2009 by and among American Defense Systems, Inc., a Delaware corporation (the “Company”), and the Holders named in that certain Settlement Agreement, Waiver and Amendment of even date herewith by and among the Company and the Holders (the “Settlement Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Settlement Agreement unless otherwise defined herein.
Membership Interest Option AgreementMembership Interest Option Agreement • March 28th, 2011 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
This Membership Interest Option Agreement (the "Agreement") is made and entered into, effective as of March 22, 2011 (the "Effective Date"), by and between American Defense Systems, Inc., a Delaware corporation (the "Grantee"), West Coast Opportunity Fund, LLC, a Delaware limited liability company ("WCOF") and Centaur Value Fund, LP, a Delaware limited partnership ("CVP" and collectively with WCOF, the "Grantors"), with reference to the following facts:
ADVISORY BOARD AGREEMENTAdvisory Board Agreement • May 6th, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
This Advisory Board Agreement (this “Agreement”) is made as of May 1, 2008 (the “Effective Date”), between American Defense Systems, Inc. (the “Company”) and Thomas J. Berthel (the “Advisor”).
INDEPENDENT CONSULTING AGREEMENTIndependent Consulting Agreement • April 11th, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment
This Independent Consulting Agreement (“Agreement”) is made and entered into effective this the 1st day of August 2007, by and between Richard Torykian, a United States citizen having his office at 56 Arrandale Road, Rockville Centre, NY 11570 hereinafter referred to as (“Consultant”) and American Defense Systems, Inc., a United States and Delaware Corporation having its office at 230 Duffy Avenue, Unit C, Hicksville, NY 11801, (hereinafter referred to as “Client”) including any affiliates, subsidiaries and/or designees collectively referred to as “Parties” having entered into this “Agreement”.
DIRECTOR AGREEMENTDirector Agreement • February 11th, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment • New York
This Director Agreement is entered into as of this 23rd day of July, 2007 (the “Agreement) by and between Thomas J. Berthel an individual whose business address is 701 Tama Street, Building B, Marion, Iowa 52302 (“Berthel”) and American Defense Systems, Inc., a Delaware corporation whose address is 230 Duffy Avenue, Unit C, Hicksville, New York 11801 (“ADSI”).
Centaur Capital Partners 1460 Main Street Suite 234American Defense Systems Inc • May 30th, 2008 • Miscellaneous transportation equipment • New York
LOAN AGREEMENTLoan Agreement • March 21st, 2008 • American Defense Systems Inc • Miscellaneous transportation equipment • Virginia
THIS LOAN AGREEMENT (this “Agreement”) dated as of May 2, 2007, is made by and among AMERICAN DEFENSE SYSTEMS, INC., a Delaware corporation (the “Company”), A. J. PISCITELLI & ASSOCIATES, INC., a New York corporation (“AJP”), and each other Subsidiary (as defined below) that becomes a party to this Agreement in accordance with the provisions set forth below (together with the Company and AJP collectively, the “Borrowers”, and individually, a “Borrower”), and COMMERCE BANK, N.A., a national banking association (the “Lender”).
Securities Redemption Agreement (American Defense Systems, Inc.)Securities Redemption Agreement • March 28th, 2011 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
This Securities Redemption Agreement (the "Agreement") is made and entered into, effective as of March 21, 2011 (the "Effective Date"), by and among American Defense Systems, Inc., a Delaware corporation (the "Company"); West Coast Opportunity Fund, LLC, a Delaware limited liability company ("WCOF"); and Centaur Value Fund, L.P., a limited partnership ("CVF" and, together with WCOF, individually a "Stockholder" and together the "Stockholders"), with reference to the following facts:
WAIVER AGREEMENTWaiver Agreement • June 17th, 2009 • American Defense Systems Inc • Miscellaneous transportation equipment • Delaware
This Waiver Agreement (the “Agreement”) is made and entered into, effective as of June 8, 2009 (the “Effective Date”), by and among American Defense Systems, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company parties hereto (individually, a “Holder” and collectively, the “Holders”). Unless otherwise specified herein, capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Certificate of Designations (as defined below).
