Advance Display Technologies Inc Sample Contracts

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RECITALS
Stock Purchase Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
WITNESSETH:
Executive Employment Agreement • December 20th, 2004 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
THEATERS)
Settlement Agreement and Release • October 19th, 2004 • Advance Display Technologies Inc • Patent owners & lessors
RECITALS
Unit Purchase Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
RECITALS
Debt Exchange Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
RECITALS:
Shareholders Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
SERIES F PREFERRED STOCK EXCHANGE AGREEMENT
Series F Preferred Stock Exchange Agreement • July 6th, 2009 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS SERIES F PREFERRED STOCK EXCHANGE AGREEMENT is made as of this 15th day of January 2009, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Company”), and Gene W. Schneider (“Stockholder”).

ADVANCE DISPLAY TECHNOLOGIES, INC. Series G Preferred Stock SUBSCRIPTION AGREEMENT
Subscription Agreement • November 14th, 2007 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is executed and delivered, as of the date set forth on the signature page hereof (the “Subscription Date”), by and between Advance Display Technologies, Inc., a Colorado corporation (“Company”), and the undersigned subscriber (“Subscriber”).

RECITALS
Advance Display • October 28th, 1997 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
AGREEMENT ---------
Final Settlement Agreement • August 24th, 1998 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
ADVANCE DISPLAY TECHNOLOGIES, INC. Series G Preferred Stock SUBSCRIPTION AGREEMENT
Subscription Agreement • June 29th, 2007 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is executed and delivered, as of the date set forth on the signature page hereof, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Company”), and the undersigned subscriber (the “Subscriber”).

CONVERTIBLE REVOLVING PROMISSORY NOTE
Advance Display Technologies Inc • June 19th, 2009 • Patent owners & lessors

THIS CONVERTIBLE REVOLVING PROMISSORY NOTE (the “Note”) is executed and delivered under and pursuant to the terms of that certain First Amendment of even date herewith (the “Amendment”) to the Senior Secured Revolving Credit Agreement (the “Loan Agreement”) dated November 6, 2008, by and between ADVANCE DISPLAY TECHNOLOGIES, INC., a Colorado corporation (the “Borrower”) and DEGEORGE HOLDINGS THREE LLC, a Delaware limited liability company (the “Lender”). For purposes of this Note, all references to the Loan Agreement herein shall include the terms sets forth in the Amendment. Capitalized terms not otherwise defined herein shall have the meanings provided in the Loan Agreement.

AGREEMENT TO ACCEPT COLLATERAL IN PARTIAL SATISFACTION OF OBLIGATIONS (STRICT FORECLOSURE)
Agreement • July 2nd, 2010 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS AGREEMENT TO ACCEPT COLLATERAL IN PARTIAL SATISFACTION OF OBLIGATIONS (STRICT FORECLOSURE) (this “Agreement”) is made and entered into as of June 28, 2010, among ADVANCE DISPLAY TECHNOLOGIES, INC., a Colorado corporation (the “Company”), DEGEORGE HOLDINGS THREE, LLC, a Delaware limited liability company (the “Secured Party”) and ADTI MEDIA, LLC, a Delaware limited liability company and wholly owned subsidiary of the Secured Party (the “Assignee”).

SERIES G PREFERRED STOCK EXCHANGE AGREEMENT
Series G Preferred Stock Exchange Agreement • July 6th, 2009 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS SERIES G PREFERRED STOCK EXCHANGE AGREEMENT is made as of this 15th day of January 2009, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Company”), and Lawrence F. DeGeorge (“Stockholder”).

NOTICE OF EXERCISE June 25, 2008
Advance Display Technologies Inc • July 2nd, 2008 • Patent owners & lessors

NOTICE IS HEREBY GIVEN that, in accordance with the Subscription Schedule set forth in the Subscription Agreement dated February 25, 2008, by and between Advance Display Technologies, Inc. (“ADTI”) and Lawrence F. DeGeorge, ADTI hereby exercises its right to require the additional purchase by Mr. DeGeorge of 9,091 shares of ADTI’s Series G Preferred Stock at a price of $110 per share, for a total purchase price of $1,000,010. Under the Subscription Agreement, such purchase is to occur within ten (10) days of the date of this Notice.

LICENSE AND REVENUE SHARING AGREEMENT
License and Revenue Sharing Agreement • June 21st, 2010 • Advance Display Technologies Inc • Patent owners & lessors • New York

This License and Revenue Sharing Agreement (the “Agreement”) is entered into this 15 day of June, 2010, by and among Advance Display Technologies, Inc., a Colorado corporation, with its principal offices located at 42230 Zevo Drive, Temecula, California, 92590, United States of America (the "Screen Owner"), and Times Square Tower Associates LLC, a Delaware limited liability company, with its principal offices located at c/o Boston Properties Limited Partnership, 599 Lexington Avenue, New York, New York 10022, United States of America (the “Building Owner”).

AGREEMENT AND RELEASE
Agreement and Release • July 2nd, 2010 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

This AGREEMENT AND RELEASE (“Release Agreement”) is made and entered into as of June 28, 2010, by and among ADVANCE DISPLAY TECHNOLOGIES, INC., a Colorado corporation (“Company”) and DEGEORGE HOLDINGS THREE, LLC, a Delaware limited liability company (“Lender”).

ADVANCE DISPLAY TECHNOLOGIES, INC. Series G Preferred Stock SUBSCRIPTION AGREEMENT
Subscription Agreement • February 27th, 2008 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is executed and delivered, as of the date set forth on the signature page hereof (the “Subscription Date”), by and between Advance Display Technologies, Inc., a Colorado corporation (“Company”), and the undersigned subscriber (“Subscriber”).

RECITALS
Preferred Stock Conversion Agreement • December 15th, 2003 • Advance Display Technologies Inc • Patent owners & lessors • Colorado
SENIOR SECURED REVOLVING CREDIT AGREEMENT Dated as of November 6, 2008 Between ADVANCE DISPLAY TECHNOLOGIES, INC. and DeGeorge Holdings Three LLC
Senior Secured Revolving Credit Agreement • November 13th, 2008 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS SENIOR SECURED REVOLVING CREDIT AGREEMENT (the “Agreement”), is made this 6th day of November, 2008, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Borrower”) and DeGeorge Holdings Three LLC, a Delaware limited liability company (the “Lender”).

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FIRST AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT
Revolving Credit Agreement • June 19th, 2009 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS FIRST AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT (this “Amendment”) is effective as of this 15th day of June, 2009 (“Effective Date”), by and between Advance Display Technologies, Inc., a Colorado corporation (the “Borrower”) and DeGeorge Holdings Three LLC, a Delaware limited liability company (the “Lender”).

CONSULTING SERVICES AGREEMENT
Consulting Services Agreement • October 18th, 2007 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

Consulting Services Agreement (this “Agreement”) dated as of October 1, 2007 (“Effective Date”) between Advance Display Technologies, Inc., a Colorado corporation (the “Company”) and Dwight E. “Jody” Thomas (“Consultant”).

DeGeorge Holdings Three, LLC
Advance Display Technologies Inc • July 2nd, 2010 • Patent owners & lessors

We refer to the Senior Secured Revolving Credit Agreement, dated November 6, 2008, between DeGeorge Holdings Three, LLC (“DH3”) and Advance Display Technologies, Inc. (“ADTI”), as amended by that certain First Amendment to Senior Secured Revolving Credit Agreement, dated as of June 15, 2009 (as further amended, modified or supplemented, the “Agreement”). DH3 hereby notifies you that an Event of Default has occurred and is continuing under Section 13(f) of the Agreement by virtue of the fact that ADTI has been insolvent because: (a) its total liabilities substantially exceed the value of its total Transferred Assets; and (b) it is unable to pay all of its debts as they come due.

SERIES E PREFERRED STOCK EXCHANGE AGREEMENT
Series E Preferred Stock Exchange Agreement • July 6th, 2009 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS SERIES E PREFERRED STOCK EXCHANGE AGREEMENT is made as of this 15th day of January 2009, by and between Advance Display Technologies, Inc., a Colorado corporation (the “Company”), and Lawrence F. DeGeorge (“Stockholder”).

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • September 22nd, 2010 • Advance Display Technologies Inc • Patent owners & lessors • Colorado

THIS AGREEMENT AND PLAN OF MERGER, dated as of September 16, 2010 (the “Agreement”), is to provide for the merger of GSLD Holdings, Inc., a Colorado corporation (“Holdings”), with and into Advance Display Technologies, Inc., a Colorado corporation (“ADTI”). Holdings and ADTI are sometimes hereafter referred to individually as the “party” and collectively as the “parties.”

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