EXHIBIT 2.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement ("Agreement") is entered into as of October 26, 2000 by and among Dense-Pac Microsystems, Inc., a California corporation (the "Company") and the sole Shareholder named in...Registration Rights Agreement • November 13th, 2000 • Dense Pac Microsystems Inc • Semiconductors & related devices • California
RECITALSEmployment Agreement • July 13th, 2001 • Dense Pac Microsystems Inc • Semiconductors & related devices • California
2- EXHIBIT 10.2 3 The Warrants shall be exercisable, at the election of the Warrantholder, either in full or from time to time in part and, in the event that the Warrants are partially exercised, a new Warrant Agreement evidencing the remaining...Warrant Agreement • November 8th, 1995 • Dense Pac Microsystems Inc • Semiconductors & related devices • California
1 2 Upon surrender of this Agreement and payment for the Shares, the Company shall issue and cause to be delivered within five business days to or upon the written order of the Warrantholder and in such name or names as the Warrantholder may designate...Warrant Agreement • May 29th, 1998 • Dense Pac Microsystems Inc • Semiconductors & related devices • California
EXHIBIT 2.3 NON-COMPETE AGREEMENT THIS NON-COMPETE (this "Agreement") is made and entered into as of October 26, 2000, by and among Dense-Pac Microsystems, Inc. a California corporation ("Acquiror"), Productivity Enhancement Products, a California...Non-Compete Agreement • November 13th, 2000 • Dense Pac Microsystems Inc • Semiconductors & related devices • California
RECITALSEmployment Agreement • December 23rd, 2003 • Dpac Technologies Corp • Semiconductors & related devices • California
EMPLOYMENT AGREEMENTEmployment Agreement • January 12th, 2011 • Dpac Technologies Corp • Semiconductors & related devices • Ohio
This Employment Agreement (“Agreement”) is made and entered into by and between DPAC Technologies Corp., a California corporation (the “Company”) and Steven D. Runkel, an individual (“Executive”), effective as of January 1, 2011.
LOAN AGREEMENT between THE DIRECTOR OF DEVELOPMENT OF THE STATE OF OHIO and QUATECH, INC. Dated as of January 27, 2006Loan Agreement • March 6th, 2006 • Dpac Technologies Corp • Semiconductors & related devices • Ohio
THIS LOAN AGREEMENT is made and entered into as of January 27, 2006 by and between the Director of Development (the “Director”) of the State of Ohio (the “State”), acting on behalf of the State, and QuaTech, Inc., an Ohio corporation (the “Company”), under the circumstances summarized in the following recitals (the capitalized terms used in the recitals being used therein as defined in Article I hereof):
Senior Subordinated Note due February 15, 2009 (except as provided herein)Dpac Technologies Corp • November 14th, 2008 • Semiconductors & related devices • Ohio
This is the Senior Subordinated Note due February 15, 2009 (the “Note”) provided for in the Senior Subordinated Note and Warrant Purchase Agreement dated as of February 15, 2008 (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”) by and between the Payee, as purchaser, and the Makers, as sellers.
SUBSCRIPTION AGREEMENTSubscription Agreement • March 31st, 2008 • Dpac Technologies Corp • Semiconductors & related devices
The undersigned, James Bole (the “Investor”), hereby agrees with DPAC Technologies Corp., a California corporation (the “Company”), as follows:
AMENDMENT NO. 1 TO SENIOR SUBORDINATED NOTE AND WARRANT PURCHASE AGREEMENT AND AMENDMENT NO. 1 TO SECURITY AGREEMENTSecurity Agreement • November 14th, 2008 • Dpac Technologies Corp • Semiconductors & related devices • Ohio
THIS AMENDMENT NO. 1 TO SENIOR SUBORDINATED NOTE AND WARRANT PURCHASE AND AMENDMENT NO. 1 TO SECURITY AGREEMENT (this “Amendment”), is made as of October 22, 2008, by and among QuaTech, Inc., an Ohio corporation (the “QuaTech”), DPAC Technologies Corp., a California corporation (“DPAC” and together with QuaTech, the “Companies”) and Canal Mezzanine Partners, L.P., a Delaware limited partnership (the “Purchaser”).
RENEWAL OF GARDEN GROVE LEASEDpac Technologies Corp • June 1st, 2004 • Semiconductors & related devices
By this Lease Landlord leases to Tenant and Tenant leases from Landlord the Premises in the Building as set forth and described on the Reference Pages. The Premises are depicted on the floor plan attached hereto as Exhibit A, and the Building is depicted on the site plan attached hereto as Exhibit A-1. The Reference Pages, including all terms defined thereon, are incorporated as part of this Lease.
FORM OF EMPLOYMENT AGREEMENT FOR CREIGHTON K. EARLYForm of Employment Agreement • November 7th, 2005 • Dpac Technologies Corp • Semiconductors & related devices • California
This Employment Agreement (“Agreement”) is made and entered into by and between DPAC Technologies Corp., a California corporation (the “Company”) and Creighton Early, an individual (“Executive”), effective as of the Effective Date as defined in the Agreement and Plan of Reorganization dated April , 2005 (“Merger Agreement”) among the Company, Quatech, Inc. and Acquisition Sub, as defined in the Merger Agreement. In consideration of the mutual covenants and agreements set forth herein, receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
WESTERN RESERVE PARTNERS, LLC Phone: (216) 589-0900 Fax: (216) 589-9558 www.wesrespartners.comDpac Technologies Corp • November 7th, 2005 • Semiconductors & related devices • Ohio
This agreement sets forth the terms and conditions under which QuaTech, Inc. (the “Company”) has engaged Western Reserve Partners LLC (“Western Reserve”) as its exclusive financial advisor in connection with the possible sale and/or recapitalization of the Company.
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 6th, 2006 • Dpac Technologies Corp • Semiconductors & related devices • Ohio
This Fourth Amendment to Credit Agreement (this “Amendment”), dated as of July 21, 2005, is entered into by and between QUATECH, INC. (FKA WR ACQUISITION, INC.) (“Borrower”) and NATIONAL CITY BANK (“Bank”).
Employment Agreement AmendmentEmployment Agreement • July 18th, 2005 • Dpac Technologies Corp • Semiconductors & related devices
This Amendment (the “Amendment) to the employment agreement dated June 7, 2001 (the “Agreement”) by and between DPAC Technologies Corp., a California corporation (the “Company”) and John P. Sprint, an individual (the “Individual”) is made as of July 1, 2005.
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 31st, 2011 • Dpac Technologies Corp • Semiconductors & related devices
This Fourth Amendment to Credit Agreement is dated this 25th day of February, 2011 (the “Fourth Amendment Agreement”), by and among DPAC Technologies Corp., a California corporation (“DPAC”), and Quatech, Inc., an Ohio corporation (“Quatech”, together with DPAC, the “Borrowers”), and Fifth Third Bank, an Ohio banking corporation (“Bank”).
SECOND AMENDMENT TO SUBORDINATED LOAN AND SECURITY AGREEMENT AND SECOND AMENDMENT TO WARRANT AGREEMENTWarrant Agreement • March 6th, 2006 • Dpac Technologies Corp • Semiconductors & related devices • Ohio
This Second Amendment to the Subordinated Loan and Security Agreement and Second Amendment to Warrant Agreement (the “Amendment”) is entered into as of this 27th day of January, 2006 by and between QuaTech, Inc. (f/k/a WR Acquisition, Inc.), an Ohio corporation (“Borrower”), and The HillStreet Fund, L.P., a Delaware limited partnership, its permitted successors and assigns (“Lender”).
ContractNonqualified Stock Option Agreement • November 7th, 2005 • Dpac Technologies Corp • Semiconductors & related devices • Pennsylvania
THE SECURITY REPRESENTED BY THIS CERTIFICATE HAS BEEN ACQUIRED FOR IN VESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933.
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • September 22nd, 2010 • Dpac Technologies Corp • Semiconductors & related devices
This Third Amendment to Credit Agreement is dated this 30th day of July, 2010 (the “Third Amendment Agreement”), by and among DPAC Technologies Corp., a California corporation (“DPAC”), and Quatech, Inc., an Ohio corporation (“Quatech”, together with DPAC, the “Borrowers”), and Fifth Third Bank, an Ohio banking corporation (“Bank”).
QuickLinks -- Click here to rapidly navigate through this documentLoan and Security Agreement • October 15th, 2002 • Dpac Technologies Corp • Semiconductors & related devices • California
This LOAN AND SECURITY AGREEMENT dated August 30, 2002 between SILICON VALLEY BANK ("Bank"), whose address is 3003 Tasman Drive, Santa Clara, California 95054 and DPAC TECHNOLOGIES CORP. ("Borrower"), whose address is 7321 Lincoln Way, Garden Grove, California 92841, provides the terms on which Bank will lend to Borrower and Borrower will repay Bank. The parties agree as follows:
CREDIT AGREEMENT EXHIBIT 99 This Credit Agreement ("Agreement") is made and entered into on May 4, 2000, by and between Dense-Pac Microsystems, Inc. ("Borrower"), a California Corporation and Imperial Bank, a California banking corporation, ("Bank")....Credit Agreement Exhibit 99 • July 12th, 2000 • Dense Pac Microsystems Inc • Semiconductors & related devices • California
BRIDGE LOAN ESCROW AGREEMENTBridge Loan Escrow Agreement • August 9th, 2005 • Dpac Technologies Corp • Semiconductors & related devices • Pennsylvania
This Escrow Agreement is made as of this 29th day of July, 2005, by and among DEVELOPMENT CAPITAL VENTURES, LP (the “Lender”), DPAC TECHNOLOGIES CORP. (the “Borrower”), and BUCHANAN INGERSOLL PC (the “Escrow Agent”).
LOAN AGREEMENTLoan Agreement • August 9th, 2005 • Dpac Technologies Corp • Semiconductors & related devices • Delaware
THIS LOAN AGREEMENT (the “Agreement”), is entered into as of August 5, 2005, between DPAC TECHNOLOGIES CORP., a California corporation (the “Borrower”), with an address at 7321 Lincoln Way, Garden Grove, California 92841, and DEVELOPMENT CAPITAL VENTURES, LP, a Small Business Investment Company, licensed by the U.S. Small Business Administration pursuant to the Small Business Investment Act of 1958, as amended (the “Lender”), with an address at 4443 Brookfield Corporate Drive, Suite 110, Chantilly, Virginia 20151
December 5, 2007 sent via electronic and regular mailDpac Technologies Corp • December 7th, 2007 • Semiconductors & related devices
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Bank and Borrower hereby agree as follows and the following provisions of the original Agreement are amend and supplemented as follows, effective as of November 30, 2007:
ACKNOWLEDGEMENT AGREEMENTAcknowledgement Agreement • February 5th, 2008 • Dpac Technologies Corp • Semiconductors & related devices • Ohio
This ACKNOWLEDGEMENT AGREEMENT (herein called the “Agreement”) is entered into as of January 31, 2008, by and between CANAL MEZZANINE PARTNERS, L.P., 1737 Georgetown Road, Suite A, Hudson, Ohio 44236 (herein called the “Purchaser”) and DEVELOPMENT CAPITAL VENTURE, L.P., Virginia Gateway Professional Building, 7500 Iron Bar Lane, Suite 209, Gainesville, VA with mailing address of P.O. Box 399, Catharpin, VA 20143-0399 (herein called “DCV”).
FORBEARANCE AGREEMENTForbearance Agreement • August 9th, 2011 • Dpac Technologies Corp • Semiconductors & related devices • Ohio
THIS FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of this 3rd day of August, 2011 (the “Effective Date”), by and among DPAC Technologies Corp., a California corporation (“DPAC”), and Quatech, Inc., an Ohio corporation (“Quatech”, together with DPAC, the “Borrowers”), and Fifth Third Bank, an Ohio banking corporation (“Lender”).
EXHIBIT 99.2 DPAC and QuaTech Amend Reorganization Agreement and License Agreement GARDEN GROVE, Calif.--(BUSINESS WIRE)--Oct. 20, 2005--DPAC Technologies Corp. (OTCBB:DPAC): -- Reorganization agreement's amendment changes exchange ratio and extends...Dpac Technologies Corp • October 20th, 2005 • Semiconductors & related devices
-- License agreement's amendment gives QuaTech an option to prepay exclusive license fees to DPAC for a one-time cash payment of $2.4 million.
EQUIPMENT PURCHASE AGREEMENTEquipment Purchase Agreement • April 15th, 2009 • Dpac Technologies Corp • Semiconductors & related devices
RECITALSAddendum to Loan Agreement • November 8th, 1995 • Dense Pac Microsystems Inc • Semiconductors & related devices • California
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 6th, 2006 • Dpac Technologies Corp • Semiconductors & related devices • Ohio
This First Amendment to Credit Agreement (this “Amendment”), dated as of March 25, 2002, is entered into by and between WR ACQUISITION, INC. (“Borrower”) and NATIONAL CITY BANK (“Bank”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 6th, 2006 • Dpac Technologies Corp • Semiconductors & related devices • Ohio
This Second Amendment to Credit Agreement (this “Amendment”), dated as of September 4, 2002, is entered into by and between WR ACQUISITION, INC. (“Borrower”) and NATIONAL CITY BANK (“Bank”).
Amendment to Loan and Security AgreementLoan and Security Agreement • January 14th, 2005 • Dpac Technologies Corp • Semiconductors & related devices
THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (“Amendment”) is entered into between SILICON VALLEY BANK (“Bank”) and the borrower named above (the “Borrower”).
ContractDpac Technologies Corp • November 7th, 2005 • Semiconductors & related devices • California
Amendment to Loan and Security AgreementLoan and Security Agreement • October 20th, 2004 • Dpac Technologies Corp • Semiconductors & related devices
THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (“Amendment”) is entered into between SILICON VALLEY BANK (“Bank”) and the borrower named above (the “Borrower”).
