CAPSTONE TURBINE CORPORATION 3,600,000 Shares of Common Stock Series a Warrants to Purchase 6,300,000 Shares of Common Stock and Pre-Funded Series B Warrants to Purchase 2,700,000 Shares of Common Stock PLACEMENT AGENT AGREEMENT (October 18th, 2016)
Memorandum of Understanding (January 17th, 2013)
This Memorandum of Understanding (MOU) contains the principal terms of a settlement (Settlement) between Plaintiffs Warren Rubin IRA, Donald Gautreaux and Jing Ke (Plaintiffs), Defendants Noam Lotan, Shlomo Margalit, Shay Gonen, Guy Avidan, Guenter Jaensch, Igal Shidlovsky, Daniel Tsui, Harold W. Furchtgott-Roth and Baruch Fischer (the Individual Defendants), and nominal defendant MRV Communications, Inc. (MRV, or the Company) of the claims in In re MRV Communications, Inc. Derivative Litig., Master File No.: 1:08-cv-03800-GAF(MANx) (C.D. Cal.) (Federal Derivative Action) and Ke v. Margalit, et al., No. BC393856 (Cal. Supr. Los Angeles) (State Derivative Action, and together with the Federal Derivative Action, Derivative Actions).
Settlement and Mutual Release Agreement (June 15th, 2012)
This Settlement and Mutual Release Agreement (the Agreement) is entered into by and among MRV Communications, Inc.; and Source Photonics, LLC, on the one hand; and Ying, a/k/a Jack, Lu (Lu Ying ), ID Card No. 110108196212175494 (Lu); Jingchun, a/k/a Jason, Sun, ID Card No. 110108196201098972 (Sun Jing Chun ) (Sun); Starry Holdings Limited; Min Wang, ID Card No. 420111196010195519 (Wang Min ) (Wang); and Chao, a/k/a Charpen, Zhang, ID Card No. 510102196606058457(Zhang Chao )(Zhang), on the other hand (together, the Parties).
Separation and Release Agreement (June 10th, 2010)
This SEPARATION AND RELEASE AGREEMENT (this Agreement) is entered into as of the 8th day of June, 2010, by and between MRV Communications, Inc., a Delaware corporation (MRV) and Noam Lotan (the Executive).
Contents (December 31st, 2009)
Agreement (October 14th, 2009)
This Agreement (this Agreement) is made and entered into as of October 8, 2009, by and among Spencer Capital Management, LLC, Spencer Capital Partners, LLC, Value Fund Advisors, LLC, Boston Avenue Capital, LLC, Yorktown Avenue Capital, LLC and Spencer Capital Opportunity Fund, LP, Charles M. Gillman, Michael J. McConnell and Kenneth H. Shubin Stein (collectively Value Investors for Change), and MRV Communications, Inc., a Delaware corporation (the Company).
Mrv Communications, Inc. Stock Option Agreement (October 8th, 2009)
This AGREEMENT is made effective as of the 29th day of October, 2002 (the Option Grant Date), by and between MRV Communications, Inc. (the Company) and NOAM LOTAN (Optionee).
Mrv Communications, Inc. Incentive Stock Option Plan and Nonstatutory Stock Option Plan (As Adopted on November 11, 1997 and Amended August 3, 1998, October 25, 1999, October 31, 2000 and November 1, 2001 (Subject to Stockholder Approval) (Gives Effect to Two-For-One Stock Split Effected May 11, 2000) (October 8th, 2009)
Secondment Agreement (July 27th, 2009)
THIS SECONDMENT AGREEMENT (the Agreement) is dated as of July 21, 2009, by and between MRV Communications (Networks), Ltd., a company organized under the laws of Israel, with its principal place of business at Hacarmel Street, Area 6, Yokneam, Israel 20692 (Employer), MRV Communications, Inc., a company organized under the laws of the State of Delaware, United States, with its principal place of business at 20415 Nordhoff Street, Chatsworth, CA 91311, (the Company), and Guy Avidan (Avidan).
Employment Agreement (July 27th, 2009)
This employment agreement (the Agreement) is effective as of July 21, 2009, between MRV Communications, Inc. (the Company) and Christiaan King (the Employee).
Securities Exchange Agreement (August 13th, 2007)
THIS SECURITIES EXCHANGE AGREEMENT (this Agreement), dated as of August 10, 2007, by and among MRV Communications, Inc., a Delaware corporation, with headquarters located at 20415 Nordhoff Street, Chatsworth, CA 91311 (the Company), and Deutsche Bank AG, London Branch (the Investor), acting through its agent Deutsche Bank Securities Inc. (DBSI).
Amended and Restated Certificate of Incorporation of Mrv Communications, Inc. (August 2nd, 2007)
MRV Communications, Inc., a corporation organized and existing under the laws of the State of Delaware (the Corporation), hereby certifies as follows:
Consent and Waiver (August 2nd, 2007)
Reference is made to that certain Convertible Note, dated as of June 4, 2003, as amended as of June 13, 2003 (the Note) issued by MRV Communications, Inc. (the Company) in favor of Deutsche Bank, AG London Branch (the Lender) pursuant to a Securities Purchase Agreement dated June 4, 2003 (the Agreement).
AGREEMENT AND PLAN OF MERGER BY AND AMONG MRV COMMUNICATIONS, INC., LIGHTHOUSE TRANSITION CORPORATION, LIGHTHOUSE ACQUISITION CORPORATION, FIBERXON, INC., AND YORAM SNIR, AS STOCKHOLDERS AGENT Dated as of January 26, 2007 (May 7th, 2007)
This AGREEMENT AND PLAN OF MERGER (the Agreement) is made and entered into as of January 26, 2007, by and among MRV Communications, Inc., a Delaware corporation (MRV), Fiberxon, Inc., a Delaware corporation (Fiberxon), Lighthouse Transition Corporation, a Delaware corporation (Submerger), Lighthouse Acquisition Corporation, a Delaware corporation (the Survivor),and, as to Article VIII and Article IX only, Yoram Snir, as Stockholders Agent. Capitalized terms that are used herein shall have the respective meanings ascribed thereto in Article X hereof.
Extension Addendum (March 6th, 2007)
This Addendum is attached to and made part of that certain Lease dated October 8, 1996 by and between Bud H. Harris successor Lessor to Nordhoff Development, a General Partnership (Lessor) and MRV Communications, Inc., a Delaware Corporation (Lessee):
MRV Communications, Inc. 20415 Nordhoff Street Chatsworth, California 91311 (August 2nd, 2006)
This will confirm our telephone conversation of July 17, 2006 in reference to the Framework Agreement dated as of May 23, 2006 entered into by and among Huagong Tech Company Limited, MRV Communications, Inc., Wuhan Huagong Genuine Optics Technology Co., Ltd. (HG Genuine), and Luminent, Inc. (the Framework Agreement), wherein we mutually agreed to terminate the Framework Agreement in accordance with the provisions of Section 9.1(a) thereof and that no party shall have any obligation or liability toward any other party in relation to such termination.
Framework Agreement (August 2nd, 2006)
THIS FRAMEWORK AGREEMENT (this Agreement) is made and entered into in Wuhan, Hubei Province, the Peoples Republic of China (China or the PRC) this 23rd day of May, 2006 by and among:
Settlement Agreement and Waiver of Rights (March 6th, 2006)
I, Shay Gonen, hereby enter into this Settlement Agreement (Agreement) as of this 9th day of January 2006, with MRV Communications, Inc. (the Employer) (collectively referred to herein as the Parties).
Contract (June 3rd, 2003)
INVESTOR ADDRESS INVESTOR'S LEGAL REPRESENTATIVES' INVESTOR'S NAME AND FACSIMILE NUMBER ADDRESS AND FACSIMILE NUMBER --------------- -------------------- --------------------------------- Deutsche Bank, AG London Branch c/o Deutsche Bank AG Katten Muchin Zavis Rosenman 31 West 52nd Street 525 W. Monroe Street New York, New York 10019 Chicago, Illinois 60661-3693 Attn: Nick Brumm Attention: Michele R. Chaffee, Esq. Tracy Fu Mark D. Wood, Esq. Phone: 212-469-5800 Telephone: (312) 902-5200
2001 MRV Communications, Inc. Stock Option Plan for Employees of Appointech, Inc. (October 9th, 2001)
Contract (July 27th, 2000)