GUARANTYHauppauge Digital Inc • January 2nd, 2001 • Computer peripheral equipment, nec
WHEREAS, HAUPPAUGE DIGITAL, INC. and HAUPPAUGE COMPUTER WORKS, INC., (together hereinafter called the "Borrower"), desires to transact business with and to obtain credit or a continuation of credit or other financial accommodations from THE CHASE MANHATTAN BANK, a New York banking corporation (hereinafter called the "Bank"); and
EMPLOYMENT AGREEMENT This Agreement is entered into as of this 1st day of May, 2002, by and between Dean Cirielli ("Employee"), and Hauppauge Digital Inc. of 91 Cabot Court, Hauppauge, ("Hauppauge") New York, hereinafter collectively referred to as...Employment Agreement • December 24th, 2003 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
BETWEENRights Agreement • July 20th, 2001 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
CHASE THE CHASE MANHATTAN BANK SECURITY AGREEMENT (General Purpose) This Agreement, made this 12th day of July 2000, between THE CHASE MANHATTAN BANK (herein called the "Bank") and HAUPPAUGE COMPUTER WORKS SARL (herein called the "Borrower"), (the...Security Agreement • January 2nd, 2001 • Hauppauge Digital Inc • Computer peripheral equipment, nec
EMPLOYMENT AGREEMENT AGREEMENT made as of the 10th day of January, 1998 by and between HAUPPAUGE DIGITAL, INC., with offices at 91 Cabot Court, Hauppauge, New York 11788 (the "Company") and KENNETH PLOTKIN (the "Executive"). WHEREAS, the Company and...Employment Agreement • December 24th, 2003 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
EMPLOYMENT AGREEMENT AGREEMENT made as of the l0th day of January, 1998 by and between HAUPPAUGE DIGITAL) INC., with offices at 91 Cabot Court, Hauppauge, New York 11788 (the "Company") and KENNETH R. AUPPERLE (the "Executive"). WHEREAS, the Company...Employment Agreement • December 29th, 1998 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
CHASE THE CHASE MANHATTAN BANK SECURITY AGREEMENT (General Purpose) This Agreement, made this 12th day of July 2000, between THE CHASE MANHATTAN BANK (herein called the "Bank") and HAUPPAUGE DIGITAL ASIA Pte. LTD. (herein called the "Borrower"), (the...Security Agreement • January 2nd, 2001 • Hauppauge Digital Inc • Computer peripheral equipment, nec
EXHIBIT 4.1 EMPLOYMENT AGREEMENT AGREEMENT made as of the 10 day of January 1995 by and between HAUPPAUGE DIGITAL, INC., with offices at 91 Cabot Court, Hauppauge, New York 11788 (hereinafter the "Employer") and KENNETH PLOTKIN, 21 Pine Hill Drive,...Employment Agreement • May 11th, 2004 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
THIS LEASE made the 17 day of Feb. 2004 between LADOKK REALTY CO., LLC, 91 Cabot Court, Hauppauge, New York 11788 hereinafter referred to as LANDLORD, and HAUPPAUGE COMPUTER WORKS, INC., 91 Cabot Court, Hauppauge, New York 11788 hereinafter jointly,...Lease • May 17th, 2004 • Hauppauge Digital Inc • Computer peripheral equipment, nec
February 1, 1996 Hauppauge Computer Works, Inc. 91 Cabot Court Hauppauge, New York 11788 Re: Modification to Lease Dated February 7, 1990 ("Lease") by and between Ladokk Realty Company ("Landlord") and Hauppauge Computer Works, Inc. ("Tenant")...Hauppauge Digital Inc • December 24th, 2003 • Computer peripheral equipment, nec
BUYER PARENT GUARANTYBuyer Parent Guaranty • October 27th, 2008 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
This BUYER PARENT GUARANTY (the “Guaranty”) is made and entered into as of October 25, 2008, by HAUPPAUGE DIGITAL, INC., a Delaware corporation (the “Guarantor”), to and for the benefit of AVID TECHNOLOGY, INC., a Delaware corporation (the “Parent”), PINNACLE SYSTEMS, INC., a California corporation and a wholly owned subsidiary of the Parent (“Pinnacle”), AVID TECHNOLOGY GMBH, a limited liability company organized under the laws of Germany, AVID DEVELOPMENT GMBH, a limited liability company organized under the laws of Germany, AVID TECHNOLOGY INTERNATIONAL BV who are parties to that certain Asset Purchase Agreement and the Ancillary Agreements (collectively, the “Sellers”). Capitalized terms used and not otherwise defined herein shall have the respective meanings assigned to them in the Asset Purchase Agreement referred to in the first recital below.
Dated December 1, 2005 Hauppauge Digital,Inc. as Pledgor JPMorgan Chase Bank, N.A. as Pledgee and Hauppauge Digital Europe S.àr.l. as the Company SHARE PLEDGE AGREEMENTShare Pledge Agreement • December 6th, 2005 • Hauppauge Digital Inc • Computer peripheral equipment, nec • Luxembourg
TRANSITION SERVICES AGREEMENTTransition Services Agreement • December 29th, 2008 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
This TRANSITION SERVICES AGREEMENT (the “Agreement”) is made this 24th day of December, 2008 (the “Effective Date”), by and between Hauppauge Digital Europe S.a.r.l., PCTV Systems S.a.r.l. and Hauppauge Computer Works, Inc. (collectively, the “Buyer”), each a wholly owned subsidiary of Hauppauge Digital, Inc. and Avid Technology, Inc., Pinnacle Systems, Inc., Avid Technology GmbH, Avid Development GmbH and Avid Technology International BV (collectively, the “Seller”). Buyer and Seller are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
GUARANTYHauppauge Digital Inc • December 6th, 2005 • Computer peripheral equipment, nec
WHEREAS, HAUPPAUGE COMPUTER WORKS, INC., a New York corporation (hereinafter called the “Borrower”), desires to transact business with and to obtain credit or a continuation of credit or other financial accommodations from JPMORGAN CHASE BANK, N.A., a banking association organized under the laws of the United States (hereinafter called the “Bank”); and
RELOCATION PACKAGE AGREEMENT The Board of Directors of Hauppauge Digital, Inc. ("Company") agrees to Dean Cirielli's Relocation Package and to reimburse him for relocating to the Long Island area, NY, the terms of which are set forth as follows: 1....Relocation Package Agreement • December 24th, 2003 • Hauppauge Digital Inc • Computer peripheral equipment, nec
AMENDMENT TO LEASE DATED FEBRUARY 17, 2004 BETWEEN LADOKK REALTY CO. LLC ("LANDLORD") AND HAUPPAUGE COMPUTER WORKS, INC ("TENANT").Lease Dated • October 18th, 2006 • Hauppauge Digital Inc • Computer peripheral equipment, nec
Whereas Landlord and Tenant are parties to a written lease dated February 17, 2004 (the "Lease") for the premises at 91 Cabot Court, Hauppauge, New York 11788 (the "Demised Premises") and
ACCOUNT PLEDGE AGREEMENTAccount Pledge Agreement • December 16th, 2008 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
THIS PLEDGE SECURITY AGREEMENT, dated as of December 2, 2008 (the “Agreement”), is made by HAUPPAUGE COMPUTER WORKS, INC., a Delaware corporation (“Pledgor”), and JPMORGAN CHASE BANK, N.A., a national banking association (the “Bank”).
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 29th, 2008 • Hauppauge Digital Inc • Computer peripheral equipment, nec
This Amendment No. 1 to the Asset Purchase Agreement (this “Amendment”), is made as of December 23, 2008, by and among Avid Technology, Inc., a Delaware corporation (the “Parent”), Pinnacle Systems, Inc., a California corporation and a wholly owned subsidiary of the Parent (“Pinnacle”), Avid Technology GmbH, a limited liability company organized under the laws of Germany, Avid Development GmbH, a limited liability company organized under the laws of Germany, Avid Technology International BV (each a “Seller” and collectively with Parent and Pinnacle, the “Sellers”), and PCTV Corp., a Delaware corporation (the “Buyer”). The Sellers and the Buyer are sometimes referred to collectively as the “Parties.” Capitalized terms used and not otherwise defined herein shall have the respecting meanings assigned to such terms in the Agreement (as defined below).
EMPLOYMENT AGREEMENT This Agreement is entered into as of this 1st day of May, 2002, by and between Dean Cirielli ("Employee"), and Hauppauge Digital Inc. of 91 Cabot Court, Hauppauge, ("Hauppauge") New York, hereinafter collectively referred to as...Employment Agreement • August 14th, 2002 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
ASSET PURCHASE AGREEMENT BY AND AMONG AVID TECHNOLOGY, INC., PINNACLE SYSTEMS, INC., AVID TECHNOLOGY GMBH, AVID DEVELOPMENT GMBH, AVID TECHNOLOGY INTERNATIONAL BV, AND PCTV CORP. Dated October 25, 2008Asset Purchase Agreement • October 27th, 2008 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
This Assumption Agreement dated as of ________________, 200_, is made by __________, a ___________ corporation ( the “Buyer”), in favor of _____________________ [Insert name of each Seller] (which are each individually referred to herein as an “Seller” and are collectively referred to herein as “Sellers”). All capitalized terms used in this Assumption Agreement and not otherwise defined herein shall have the respective meanings ascribed to them in the Purchase and Sale Agreement dated as of ____________, 200_ among, inter alia, ___________ [Parent], a __________ corporation, the Buyer and the Sellers (the “Agreement”).
HAUPPAUGE DIGITAL INC.Hauppauge Digital Inc • April 10th, 2008 • Computer peripheral equipment, nec
Reference is made to that certain Employment Agreement, dated January 10, 1998, (the “Agreement”) between Hauppauge Digital Inc. (the “Company”) and Kenneth Plotkin (the “Executive”). Capitalized terms used and not otherwise defined herein shall have the meaning set forth in the Agreement. This letter constitutes an amendment to the Agreement. Except as expressly amended hereby, the Agreement shall remain in full force and effect.
INVENTORY AND PRODUCT RETURN AGREEMENTProduct Return Agreement • December 29th, 2008 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
This Inventory and Product Return Agreement (this “Agreement”), dated December 24, 2008 (the “Effective Date”), is made between Avid Technology, Inc., a Delaware corporation and Avid Technology International BV, a Luxemburg corporation (collectively, the “Consignor”) and Hauppauge Computer Works, Inc. and Hauppauge Digital Europe S.a.r.l. (collectively, the “Consignee”). Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Asset Purchase Agreement (as defined below).
INTELLECTUAL PROPERTY LICENSE AGREEMENTIntellectual Property License Agreement • December 29th, 2008 • Hauppauge Digital Inc • Computer peripheral equipment, nec • New York
This Intellectual Property License Agreement (the “Agreement”) is effective as of the Closing Date (as defined herein), between Avid Technology, Inc., a Delaware corporation (“Parent”) and Pinnacle Systems, Inc., a California corporation and wholly owned subsidiary of Parent, (“Pinnacle” and together with Parent, individually and collectively, “Seller”), and PCTV Systems S.a.r.l., a Luxembourg company (“Buyer”).
