1 Exhibit 99.1 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (the "Agreement"), is made and entered into as of the Effective Date of this Agreement (as hereinafter defined), by and between ECC INTERNATIONAL CORP., a Delaware corporation...Purchase and Sale Agreement • May 15th, 2001 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Florida
EXHIBIT 2 ASSET PURCHASE AGREEMENT DATED AS OF NOVEMBER 25, 1997Asset Purchase Agreement • December 10th, 1997 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • April 9th, 1999 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies
AGREEMENTAgreement • November 12th, 1999 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
EXHIBIT 10.18 AMENDMENT TO CREDIT AGREEMENTS THIS AMENDMENT ("Amendment") made as of October 13, 1995, between ECC INTERNATIONAL CORP. ("ECC"), ECC SIMULATION LIMITED ("Simulation") and FIRST FIDELITY BANK, NATIONAL ASSOCIATION ("Bank").Ecc International Corp • February 13th, 1996 • Miscellaneous electrical machinery, equipment & supplies • Pennsylvania
1 EXHIBIT 10.32 CONSULTING AGREEMENT This Consulting Agreement (the "Agreement"), made as of the 1st day of April, 1998, is entered into by ECC International Corp., a Delaware corporation with its principal place of business at 175 Strafford Avenue,...Consulting Agreement • October 13th, 1998 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
1 Exhibit 10.2 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (the "Agreement") is made as of the 9th day of August, 1999, by and between ECC International Corp., a Delaware corporation (the "Company"), and James...Employment Agreement • November 12th, 1999 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies
1 EXHIBIT 10.1 LOAN AND SECURITY AGREEMENT ECC INTERNATIONAL CORP., ECC VENDING CORP. and EDUCATIONAL COMPUTER CORPORATION INTERNATIONALLoan and Security Agreement • July 8th, 1999 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Pennsylvania
RECITALSAgreement and Plan of Merger • August 22nd, 2003 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
LEASEEcc International Corp • February 13th, 1996 • Miscellaneous electrical machinery, equipment & supplies
1 Exhibit 99.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), made this 3 day of May, 2001 is entered into by ECC International Corp., a Delaware corporation (the "Company"), and James C. Garrett (the "Executive"). WHEREAS, the...Employment Agreement • May 15th, 2001 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
AGREEMENTAgreement • February 13th, 1996 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies
BACKGROUNDLoan and Security Agreement • November 14th, 2001 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Pennsylvania
L E A S EEcc International Corp • February 13th, 1996 • Miscellaneous electrical machinery, equipment & supplies
AGREEMENTAgreement • January 27th, 1999 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Pennsylvania
2- 3 Equivalent Dollar Amount of outstanding cash advances and the face amount of outstanding letters of credit made in Pounds Sterling, when taken together with the sum of outstanding cash advances and the face amount of outstanding letters of credit...Credit Agreement • May 15th, 1998 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies
1 Exhibit 10.6 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), made this 9th day of August, 1999, is entered into by ECC International Corp., a Delaware corporation (the "Company"), and Melissa Van Valkenburgh (the "Executive"). The...Employment Agreement • November 12th, 1999 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
1 Exhibit 10.4 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), made this 9th day of August, 1999, is entered into by ECC International Corp., a Delaware corporation (the "Company"), and Glenn Andrew (the "Executive"). The Company...Employment Agreement • November 12th, 1999 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
1 Exhibit 10.3 ECC INTERNATIONAL CORP. AMENDED AND RESTATED NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Agreement is made between ECC International Corp., a Delaware corporation (hereinafter referred to collectively with its subsidiaries as...Non-Competition and Non-Solicitation Agreement • November 12th, 1999 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
2- 3 law, then at the rate of five percent (5%) per annum in excess of the rate set forth in the Note and Loan and Security Agreement or other documents evidencing the undersigned's obligations to Lender, calculated from the date of confession until...Ecc International Corp • July 8th, 1999 • Miscellaneous electrical machinery, equipment & supplies • Pennsylvania
1 2 (a) Notwithstanding the foregoing, Tenant shall have the one-time right to terminate this Lease as of the last day of the sixtieth (60th) month of the Lease Term by providing written notice of termination to Landlord no later than the last day of...Lease • February 13th, 1996 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies
BACKGROUNDCredit Agreement • October 19th, 1998 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Pennsylvania
PROMISSORY NOTEStock Purchase Agreement • October 13th, 1998 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
1 EXHIBIT 10.7 ECC INTERNATIONAL CORP. NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Agreement is made between ECC International Corp., a Delaware corporation (hereinafter referred to collectively with its subsidiaries as the "Company"), and...Non-Competition and Non-Solicitation Agreement • November 12th, 1999 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
FIRST UNION NATIONAL BANK Portfolio Management 123 South Broad Street, PA 1310 Philadelphia, Pennsylvania 19109-1199 Fax 215-985-3143 November 13, 1997Ecc International Corp • February 17th, 1998 • Miscellaneous electrical machinery, equipment & supplies
First Union National Bank Portfolio Management PA 1310 123 South Broad Street Philadelphia, Pennsylvania 19109-1199 Fax 215-985-3143 January 30, 1998Ecc International Corp • May 15th, 1998 • Miscellaneous electrical machinery, equipment & supplies
AMENDED AND RESTATED REVOLVING CREDIT NOTEEcc International Corp • May 15th, 1998 • Miscellaneous electrical machinery, equipment & supplies • Pennsylvania
CONSULTANT AGREEMENTConsultant Agreement • September 30th, 2002 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies • Florida
THIS AGREEMENT is made and entered on the date of execution of this agreement, by and between James R. Henderson, referred to as “Consultant”, and ECC International Corp., hereinafter referred to as “Client”.
EXHIBIT 4.2 AMENDMENT NO. 1 TO RIGHTS AGREEMENT AMENDMENT, dated as of March 25, 1997, to the Rights Agreement, dated August 27, 1996 (the "Rights Agreement"), between ECC International Corp., a Delaware corporation (the "Company"), and Mellon Bank,...Rights Agreement • April 2nd, 1997 • Ecc International Corp • Miscellaneous electrical machinery, equipment & supplies
First Union National Bank Portfolio Management PA 1310 123 South Broad Street Philadelphia, Pennsylvania 19109-1199 Fax 215-985-3143 March 16, 1998Ecc International Corp • May 15th, 1998 • Miscellaneous electrical machinery, equipment & supplies
FIRST UNION NATIONAL BANK Portfolio Management PA 1310 123 South Broad Street Philadelphia, Pennsylvania 19109-1199 Fax 215-985-3143 December 19, 1997Ecc International Corp • February 17th, 1998 • Miscellaneous electrical machinery, equipment & supplies
