Micro Component Technology Inc Sample Contracts

COMMON STOCK
Underwriting Agreement • June 30th, 2000 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals
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RECITALS
Separation Agreement • January 31st, 2000 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 5th, 2005 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, by and between the Purchaser and the Company (as amended, modified or supplemented from time to time, the “Securities Purchase Agreement”), and pursuant to the Note referred to therein.

SECURITIES PURCHASE AGREEMENT LAURUS MASTER FUND, LTD. and MICRO COMPONENT TECHNOLOGY, INC. Dated: March 29, 2007
Securities Purchase Agreement • April 2nd, 2007 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 29, 2007, by and between MICRO COMPONENT TECHNOLOGY, INC., a Minnesota corporation (the “Company”), and LAURUS MASTER FUND, LTD., a Cayman Islands company (the “Purchaser”).

LEASE
Micro Component Technology Inc • November 4th, 1996 • Instruments for meas & testing of electricity & elec signals
Contract
Micro Component Technology Inc • February 3rd, 2005 • Instruments for meas & testing of electricity & elec signals • New York

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO MICRO COMPONENT TECHNOLOGY, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

Contract
Micro Component Technology Inc • February 24th, 2006 • Instruments for meas & testing of electricity & elec signals • New York

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO MICRO COMPONENT TECHNOLOGY, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

SECURITY AND PURCHASE AGREEMENT
Security and Purchase Agreement • February 24th, 2006 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

This Security and Purchase Agreement is made as of February 17, 2006 by and among LAURUS MASTER FUND, LTD., a Cayman Islands company (“Laurus”), MICRO COMPONENT TECHNOLOGY, INC., a corporation organized under the laws of the State of Minnesota (“the Parent”), and each party listed on Exhibit A attached hereto (each an “Eligible Subsidiary” and collectively, the “Eligible Subsidiaries”) the Parent and each Eligible Subsidiary, each a “Company” and collectively, the “Companies”).

Contract
Micro Component Technology Inc • December 12th, 2007 • Instruments for meas & testing of electricity & elec signals • New York

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO MICRO COMPONENT TECHNOLOGY, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

L E A S E
Lease Terms • November 4th, 1996 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals
MICRO COMPONENT TECHNOLOGY, INC. SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 5th, 2005 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 29, 2005, by and between MICRO COMPONENT TECHNOLOGY, INC., a Minnesota corporation (the “Company”), and Laurus Master Fund, Ltd., a Cayman Islands company (the “Purchaser”).

SECURITY AGREEMENT
Security Agreement • March 19th, 2004 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

This Security Agreement is made as of March 9, 2004 by and between LAURUS MASTER FUND, LTD., a Cayman Islands corporation (“Laurus”) and MICRO COMPONENT TECHNOLOGY, INC., a Minnesota corporation (the “Company”).

ARTICLE 1 MERGER
Exhibit 2 • November 20th, 1996 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • Delaware
Contract
Micro Component Technology Inc • August 12th, 2008 • Instruments for meas & testing of electricity & elec signals • New York

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR (B) AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS.

Contract
Micro Component Technology Inc • February 24th, 2006 • Instruments for meas & testing of electricity & elec signals • New York

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO MICRO COMPONENT TECHNOLOGY, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

Contract
Micro Component Technology Inc • August 12th, 2008 • Instruments for meas & testing of electricity & elec signals • New York

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR (B) AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS.

Contract
Micro Component Technology Inc • February 24th, 2006 • Instruments for meas & testing of electricity & elec signals • New York

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO MICRO COMPONENT TECHNOLOGY, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

MASTER SECURITY AGREEMENT
Master Security Agreement • August 12th, 2008 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals
STOCK PLEDGE AGREEMENT
Stock Pledge Agreement • August 12th, 2008 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

This Stock Pledge Agreement (this “Agreement”), dated as of July 31, 2008 among LV ADMINISTRATIVE SERVICES INC., as administrative and collateral agent for the Creditor Parties (as defined below) (the “Pledgee”), MICRO COMPONENT TECHNOLOGY, INC., a Minnesota company (the “Company”), and each of the other undersigned parties (the Company and each such other undersigned party, a “Pledgor” and collectively, the “Pledgors”).

AGREEMENT FOR PAYMENT OF INTEREST WITH STOCK
Agreement for Payment of Interest With Stock • August 12th, 2003 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals

THIS AGREEMENT is made and entered into as of June 30, 2003, by and between Micro Component Technology, Inc., a Minnesota corporation (the “Company”), and the undersigned holders of the Company’s 10% Senior Subordinated Convertible Notes, due December 24, 2006 (the “Notes”)

EMPLOYEE STOCK OPTION AGREEMENT
Employee Stock Option Agreement • March 26th, 2007 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • Minnesota
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STOCK OPTION AGREEMENT
Stock Option Agreement • August 15th, 2008 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals
RESTRICTED ACCOUNT AGREEMENT
Restricted Account Agreement • April 2nd, 2007 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

This Restricted Account Agreement (this “Agreement”) is entered into this 29th day of March 2007, by and among NORTH FORK BANK, a New York banking corporation with offices at 275 Broadhollow Road, Melville, New York 11747 (together with its successors and assigns, the “Bank”), MICRO COMPONENT TECHNOLOGY, INC., a Minnesota corporation with offices at 2340 West County Road C, St. Paul, MN 55113-2528 (together with its successors and assigns, the “Company”), and LAURUS MASTER FUND, LTD., a Cayman Islands corporation with offices at c/o M&C Corporate Services Limited, P.O. Box 309 GT, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands (together with its successors and assigns, “Laurus”). Unless otherwise defined herein, capitalized terms used herein shall have the meaning provided such terms in the Purchase Agreement referred to below.

FUNDS ESCROW AGREEMENT
Funds Escrow Agreement • August 12th, 2008 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

This Funds Escrow Agreement (this “Agreement”) is dated as of July 31, 2008 among MICRO COMPONENT TECHNOLOGY, INC., a Minnesota corporation (the “Company”), Valens U.S. SPV I, LLC and Valens Offshore SPV I, Ltd. (the “Purchasers”), and Loeb & Loeb LLP (the “Escrow Agent”).

Contract
Note • May 5th, 2005 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

THIS NOTE (THE “NOTE”) AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO MICRO COMPONENT TECHNOLOGY, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

AMENDMENT NO. 1
Micro Component Technology Inc • February 3rd, 2005 • Instruments for meas & testing of electricity & elec signals

This AMENDMENT NO. 1 (this “Amendment No. 1”), by and between Micro Component Technology, Inc., a Minnesota corporation (the “Company”) and Laurus Master Fund, Ltd., a Cayman Islands company (“Laurus”), dated as of January 28, 2005, to SECURED CONVERTIBLE TERM NOTE, SECURED CONVERTIBLE MINIMUM BORROWING NOTE, SECURED REVOLVING NOTE, REGISTRATION RIGHTS AGREEMENT and MINIMUM BORROWING NOTE REGISTRATION RIGHTS AGREEMENT, in each case referred to below.

SILICON VALLEY BANK SPECIALTY FINANCE DIVISION ACCOUNTS RECEIVABLE FINANCING AGREEMENT
Accounts Receivable Financing Agreement • November 3rd, 2003 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals

This ACCOUNTS RECEIVABLE FINANCING AGREEMENT (the “Agreement”), dated as of the Effective Date is between Silicon Valley Bank, Specialty Finance Division of (“Bank”), and Micro Component Technology, Inc., a Minnesota corporation, (“Borrower”), whose address is at 2340 West County Road #C, St. Paul, MN 55113 and with a FAX number of (651) 697-4200.

WARRANT TO PURCHASE STOCK
Micro Component Technology Inc • August 19th, 2003 • Instruments for meas & testing of electricity & elec signals • Minnesota

THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, SILICON VALLEY BANK ("Holder") is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the "Shares") of the company (the "Company") at the Warrant Price, all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth in this Warrant.

Contract
Micro Component Technology Inc • March 19th, 2004 • Instruments for meas & testing of electricity & elec signals • New York

THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO MICRO COMPONENT TECHNOLOGY, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

THIRD AMENDMENT AND CONSENT AGREEMENT (Eximbank Guaranteed Loan No. AP073233XX)
Consent Agreement • June 30th, 2000 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals

This Third Amendment and Consent Agreement (this "Agreement"), dated as of June 20, 2000, is made by and between MICRO COMPONENT TECHNOLOGY, INC., a Minnesota corporation (the "Borrower"), and NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION, a national banking association (the "Lender").

Contract
Secured Revolving Note • March 19th, 2004 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals • New York

THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATES SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO MICRO COMPONENT TECHNOLOGY, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

RECITALS
Sicari Severance Agreement • January 31st, 2000 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals
Contract
Micro Component Technology Inc • August 12th, 2008 • Instruments for meas & testing of electricity & elec signals

Reference is made to (i) that certain Securities Purchase Agreement, dated as of July 31, 2008 (as amended, modified or supplemented from time to time, the “Purchase Agreement”), by and between Micro Component Technology, Inc., a Minnesota corporation (the “Company”), the purchasers from time to time party thereto (collectively, the “Purchasers”) and LV Administrative Services, Inc. (the “Agent” and collectively with the Purchasers, the “Creditor Parties”) and (ii) that certain Restricted Account Agreement, dated as of July 31, 2008 (as amended, modified or supplemented from time to time, the “Restricted Account Agreement”), by and among the Company, Creditor Parties and Capital One, N.A. (the “Bank”). Capitalized terms used but not defined herein shall have the meanings ascribed them in the Purchase Agreement or the Restricted Account Agreement, as applicable.

STOCK OPTION AGREEMENT
Stock Option Agreement • August 15th, 2008 • Micro Component Technology Inc • Instruments for meas & testing of electricity & elec signals
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