Advanced Photonix Inc Sample Contracts

RECITALS:
Employment Agreement • September 5th, 2002 • Advanced Photonix Inc • Semiconductors & related devices • Wisconsin
RECITALS:
Employment Agreement • May 6th, 2005 • Advanced Photonix Inc • Semiconductors & related devices • Michigan
EXHIBIT A
Stock Purchase Agreement • February 10th, 2003 • Advanced Photonix Inc • Semiconductors & related devices • Delaware
Exhibit 2.1 ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • September 5th, 2002 • Advanced Photonix Inc • Semiconductors & related devices • Wisconsin
and
Stock Purchase Agreement • December 23rd, 2004 • Advanced Photonix Inc • Semiconductors & related devices • Delaware
EXHIBIT C
Escrow Agreement • February 10th, 2003 • Advanced Photonix Inc • Semiconductors & related devices • Texas
AMENDED AND RESTATED RIGHTS AGREEMENT by and between ADVANCED PHOTONIX, INC.
Rights Agreement • February 9th, 2005 • Advanced Photonix Inc • Semiconductors & related devices • New York
1. THE LOAN
Loan and Security Agreement • May 6th, 2005 • Advanced Photonix Inc • Semiconductors & related devices • California
RECITALS:
Employment Agreement • June 26th, 2003 • Advanced Photonix Inc • Semiconductors & related devices • California
RECITALS:
Separation Agreement and General Release • June 9th, 2006 • Advanced Photonix Inc • Semiconductors & related devices
EXPORT-IMPORT BANK OF THE UNITED STATES WORKING CAPITAL GUARANTEE PROGRAM BORROWER AGREEMENT
Borrower Agreement • February 3rd, 2012 • Advanced Photonix Inc • Semiconductors & related devices
ADVANCED PHOTONIX, INC. 1,200,000 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • March 2nd, 2011 • Advanced Photonix Inc • Semiconductors & related devices • New York
Loan and Security Agreement
Loan and Security Agreement • February 14th, 2013 • Advanced Photonix Inc • Semiconductors & related devices • California

THIS LOAN AND SECURITY AGREEMENT (“Agreement”) is entered into on the above date (the “Effective Date”) between PARTNERS FOR GROWTH III, L.P. (“PFG”), whose address is 150 Pacific Avenue, San Francisco, CA 94111 and the borrower(s) named above (jointly and severally, the “Borrower”), whose chief executive offices are located at the above addresses (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) being signed by the parties concurrently, is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 7 below.)

EMPLOYMENT AGREEMENT
Employment Agreement • August 19th, 2011 • Advanced Photonix Inc • Semiconductors & related devices • Michigan

AGREEMENT dated as of the 19th day of August, 2011, by and between ADVANCED PHOTONIX, INC., a Delaware corporation (the “Company”), and RICHARD D. KURTZ (“Employee”).

VOTING AGREEMENT
Voting Agreement • February 2nd, 2015 • Advanced Photonix Inc • Semiconductors & related devices • Delaware

This VOTING AGREEMENT (“Agreement”) is entered into as of January 30, 2015, by and among ADVANCED PHOTONIX, INC., a Delaware corporation (the “Company”), LUNA INNOVATIONS INCORPORATED, a Delaware corporation (“Parent”) and _______________ (“Stockholder”).

AMENDMENT 2 TO EMPLOYMENT AGREEMENT
Employment Agreement • March 7th, 2014 • Advanced Photonix Inc • Semiconductors & related devices

THIS SECOND AMENDMENT to Employment Agreement (this “Amendment”) is entered into as of March 6, 2014, by and between ADVANCED PHOTONIX, INC., a Delaware corporation (the “Company”), and STEVE WILLIAMSON (“Employee”).

EXHIBIT 4.1 RIGHTS AGREEMENT by and between ADVANCED PHOTONIX, INC.
Rights Agreement • September 26th, 2002 • Advanced Photonix Inc • Semiconductors & related devices • New York
AMENDMENT 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • March 7th, 2013 • Advanced Photonix Inc • Semiconductors & related devices

THIS FIRST AMENDMENT to Employment Agreement (this “Amendment”) is entered into as of February 28, 2013, by and between ADVANCED PHOTONIX, INC., a Delaware corporation (the “Company”), and ROBIN RISSER (“Employee”).

AGREEMENT AND PLAN OF MERGER AND REORGANIZATION
Agreement and Plan of Merger and Reorganization • February 2nd, 2015 • Advanced Photonix Inc • Semiconductors & related devices • Delaware
SUBSCRIPTION AGREEMENT
Subscription Agreement • September 19th, 2007 • Advanced Photonix Inc • Semiconductors & related devices

SUBSCRIPTION AGREEMENT (this “Agreement” or this “Subscription Agreement”) dated as of September 14, 2007 between Advanced Photonix, Inc., a Delaware corporation (the “Company”) and the undersigned investor (the “Investor” and together with all other investors in the offering herein described, the “Investors”).

EXHIBIT B JOINT FILING AGREEMENT The undersigned do hereby acknowledge and agree that the Schedule 13D, of which this agreement is an exhibit, is filed on behalf of all of the undersigned. January 17, 2003 BURKE, MAYBORN CO., LTD. By: /s/ Frank M....
Joint Filing Agreement • February 10th, 2003 • Advanced Photonix Inc • Semiconductors & related devices

The undersigned do hereby acknowledge and agree that the Schedule 13D, of which this agreement is an exhibit, is filed on behalf of all of the undersigned.

Amendment No. 1 to Employment Agreement
Employment Agreement • February 11th, 2008 • Advanced Photonix Inc • Semiconductors & related devices

Amendment No. 1 dated December 17, 2007 to the Employment Agreement dated May 2, 2005 (the “Agreement”) by and between Advanced Photonix, Inc., a Delaware corporation (the “Company”) and Robin Risser, an individual (the “Employee”). The Company and Employee wish to amend the Employment Agreement in order to conform to, and be interpreted to comply with, Section 409A of the Internal Revenue Code of 1986, as may be amended (the “Code”). Unless otherwise defined herein, capitalized terms shall have the respective meanings assigned to them in the Agreement.

ANNEX C
Security Agreement • December 2nd, 2010 • Advanced Photonix Inc • Semiconductors & related devices • Michigan

FIFTH AMENDMENT (the “AMENDMENT”) dated November 29, 2010 by and between ADVANCED PHOTONIX, INC., a Delaware corporation (the “COMPANY”) and ROBIN F. RISSER, an individual, to a certain SECURED PROMISSORY NOTE held by ROBIN F. RISSER (the “HOLDER”) and dated as of May 2, 2005, as amended by the Amendment dated May 1, 2008, the Second Amendment dated November 26, 2008, the Third Amendment dated April 1, 2009 and the Fourth Amendment dated November 30, 2009 (as amended, the “Note”). Unless otherwise defined herein, capitalized terms shall have the respective meanings assigned to them in the Note.

FOURTH AMENDMENT AND FORBEARANCE TO LOAN AND SECURITY AGREEMENT (EX-IM LOAN FACILITY)
Loan and Security Agreement • February 10th, 2014 • Advanced Photonix Inc • Semiconductors & related devices

THIS FOURTH AMENDMENT AND FORBEARANCE to Loan and Security Agreement (this “Amendment”) is entered into as of February __, 2014, by and between Silicon Valley Bank (“Bank”) and ADVANCED PHOTONIX, INC., PICOMETRIX, LLC and ADVANCED PHOTONIX CANADA, INC. (individually, a “Borrower” and, collectively, the “Borrowers”).

LEASE AGREEMENT
Lease Agreement • January 13th, 2010 • Advanced Photonix Inc • Semiconductors & related devices • Michigan

THIS LEASE made this 18th day of June, 2000, by and between Jagar, L.L.C., a Michigan limited liability company, whose address is 27750 Stansbury, Suite 200, Farmington Hills, Michigan 48334 the Lessor, hereinafter designated as the Landlord, and Picometrix, Inc., a Michigan Corporation, whose address is 2901 Hubbard, Ann Arbor, Michigan 48104, the Lessee, hereinafter designated as the Tenant.