SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 3rd, 2021 • One Stop Systems, Inc. • Electronic computers • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 1, 2021, between One Stop Systems, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 21st, 2020 • One Stop Systems, Inc. • Electronic computers • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 20, 2020, is by and among One Stop Systems, Inc., a Delaware corporation with offices located at 2235 Enterprise Street, #110, Escondido, California (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
ONE STOP SYSTEMS, INC. (a Delaware corporation) 3,800,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 1st, 2018 • One Stop Systems Inc • Electronic computers • California
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • April 21st, 2020 • One Stop Systems, Inc. • Electronic computers • New York
SECURITY AND PLEDGE AGREEMENT, dated as of April 20, 2020 (this “Agreement”), made by One Stop Systems, Inc., a Delaware corporation, with offices located at 2235 Enterprise Street #11, Escondido, California 92029 (the “Company”), and each other undersigned Person, if any (each a “Grantor” and together with the Company, collectively, the “Grantors”), in favor of Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the Noteholders (as defined below) party to the Securities Purchase Agreement, dated as of April 20, 2020 (as amended, modified, supplemented, extended, renewed, restated or replaced from time to time, the “Securities Purchase Agreement”).
ONE STOP SYSTEMS, INC. as the Issuer, and as the Trustee INDENTURE Dated as of _______________, 202_Indenture • August 18th, 2023 • One Stop Systems, Inc. • Electronic computers • Delaware
ONE STOP SYSTEMS, INC. COMMON STOCK EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • June 26th, 2019 • One Stop Systems, Inc. • Electronic computers • Delaware
One Stop Systems, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Noble Capital Markets, Inc., a Florida corporation (“Noble”), as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • June 7th, 2023 • One Stop Systems, Inc. • Electronic computers • California
THIS EMPLOYMENT AGREEMENT (hereinafter this “Agreement”) is entered into as of the last date set forth on the signature page hereto and becomes effective as of June 1, 2023 (hereinafter the “Effective Date”) by and between One Stop Systems, Inc. (hereinafter “OSS” or “Employer” or the “Company”), and John Morrison (hereinafter “Executive”).
ONE STOP SYSTEMS, INC. SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT January, 2007Rights Agreement • December 18th, 2017 • One Stop Systems Inc • Electronic computers • California
This Second Amended and Restated Investor Rights Agreement (this “Agreement”) is made and entered into as of the date set forth above (the “Effective Date”) by and among One Stop Systems, Inc., a California corporation (the “Company”), the holders of the Company’s Series A Preferred Stock (“Series A Preferred”) listed on Exhibit A hereto, the holders of the Company’s Series B Preferred Stock (“Series B Preferred”) listed on Exhibit A hereto, the purchasers of the Company’s Series C Preferred Stock (“Series C Preferred” and collectively with the Series A Preferred and Series B Preferred, the “Securities”) and the individuals listed on Exhibit B hereto (each referred to herein as a “Founder” and collectively as the “Founders”). The holders of Series A Preferred and Series B Preferred and the purchasers of Series C Preferred will be referred to herein after as “Investors” or “Purchasers” and each individually as “Investor or “Purchaser”. This Agreement will supercede any prior Investor Ri
Employment Agreement Steve Cooper – President and CEOEmployment Agreement • December 18th, 2017 • One Stop Systems Inc • Electronic computers • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between One Stop Systems, Inc. (the “Company”), and Steve Cooper, an individual (“Executive”), and shall be effective as of October 1, 2017 (the “Effective Date”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 3rd, 2021 • One Stop Systems, Inc. • Electronic computers • New York
ONE STOP SYSTEMS, INC. NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • August 8th, 2019 • One Stop Systems, Inc. • Electronic computers • California
THIS NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of ______, 2019, by and among One Stop Systems, Inc., a Delaware corporation (the “Company”), and the investors listed on Exhibit A hereto who become signatories to this Agreement (each an “Investor” and, collectively, the “Investors”).
ONE STOP SYSTEMS, INC. COMMON SHAREHOLDER PIGGYBACK REGISTRATION RIGHTS AGREEMENT July 15, 2016Common Shareholder Piggyback Registration Rights Agreement • November 9th, 2017 • One Stop Systems Inc • Electronic computers • California
This Common Shareholder Piggyback Registration Rights Agreement (“Agreement”) is made and entered into as of July 15, 2016 by and among One Stop Systems, Inc., a California corporation (“Company”) and the holders of the Company’s common stock (“Common Stock”) listed on Exhibit A hereto. The holders of Common Stock will be referred to herein as “Common Shareholders” and each individually as a “Common Shareholder.”
TECHNOLOGY AND SOURCE CODE LICENSE AGREEMENTTechnology and Source Code License Agreement • January 16th, 2018 • One Stop Systems Inc • Electronic computers • California
THIS TECHNOLOGY AND SOURCE CODE LICENSE AGREEMENT (“Agreement”) is made by and between Western Digital Technologies, Inc. (“WDT”), a Delaware corporation and One Stop Systems, Inc. (“Licensee”), a California corporation, effective as of the last date of signature below (“Effective Date”). WDT and Licensee may hereinafter be collectively referred to as “Parties” and individually as a “Party.”
CONTRIBUTION AGREEMENT among SKYSCALE, LLC, a California limited liability company and THE JOINT VENTURE PARTIES NAMED HEREIN dated as of April 11, 2017Contribution Agreement • December 18th, 2017 • One Stop Systems Inc • Electronic computers
This Contribution Agreement (“Agreement”), dated as of April 11, 2017, is entered into among SkyScale, LLC, a California limited liability company (“SkyScale”), One Stop Systems, Inc., a California corporation (“One Stop”), and Jacoma Investments, LLC, a California limited liability company (“Jacoma”). Jacoma and One Stop may individually be referred to herein as a “SkyScale Party” or collectively, the “SkyScale Parties”.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among ONE STOP SYSTEMS, INC. a Delaware corporation (“Parent”) and OSS ACQUISITION, INC. a California corporation (“Merger Sub 1”) and OSS MERGER, LLC a California limited liability company (“Merger Sub...Agreement and Plan of Merger and Reorganization • September 6th, 2018 • One Stop Systems, Inc. • Electronic computers • Delaware
This Agreement and Plan of Merger and Reorganization (this “Agreement”), dated August 22, 2018, is entered into among One Stop Systems, Inc., a Delaware corporation (“Parent”), OSS Acquisition, Inc., a California corporation and a wholly owned subsidiary of Parent (“Merger Sub 1”), OSS Merger, LLC, a California limited liability company and a wholly owned subsidiary of Parent (“Merger Sub 2” and, together with Merger Sub 1, the “Merger Subs”), Concept Development, Inc., a California corporation (“Company”), and James M. Reardon, an individual and the Company’s sole shareholder (“Sole Shareholder”).
SERVICES AGREEMENTServices Agreement • January 16th, 2018 • One Stop Systems Inc • Electronic computers
This Services Agreement (“Agreement”) is entered into as of July 1, 2017 (“Effective Date”) between Western Digital Technologies, Inc., a Delaware corporation, having a principal place of business at 5601 Great Oaks Parkway, San Jose, California 95138 and its Affiliates (collectively “WDT”), and One Stop Systems, Inc., a California corporation, having a place of business at 2235 Enterprise Street, Escondido, CA 92029 (“Consultant”). In consideration of the mutual covenants and conditions set forth below, the parties agree as follows:
SHARE PURCHASE AGREEMENT betweenShare Purchase Agreement • November 6th, 2018 • One Stop Systems, Inc. • Electronic computers
INDEMNIFICATION AGREEMENT by and between ONE STOP SYSTEMS, INC., a California corporation (“Corporation”) and an individual (“Indemnitee”)Indemnification Agreement • January 16th, 2018 • One Stop Systems Inc • Electronic computers • California
This Indemnification Agreement (“Agreement”) is made and entered into as of , by and between ONE STOP SYSTEMS, INC., a California corporation (the “Corporation”), and , an individual (the “Indemnitee”), a Director of the Corporation.
PIGGYBACK REGISTRATION RIGHTS AGREEMENTPiggyback Registration Rights Agreement • September 6th, 2018 • One Stop Systems, Inc. • Electronic computers • Delaware
This Piggyback Registration Rights Agreement (“Agreement”) is made and entered into as of August 31, 2018 by and between One Stop Systems, Inc., a Delaware corporation (the “Company”) and James M. Reardon (the “Sole Shareholder”).
Certain identified information has been omitted from this document because it is not material and would be competitively harmful if publicly disclosed, and has been marked with “[***]” to indicate where omissions have been made. ORIGINAL EQUIPMENT...And Supply Agreement • August 8th, 2019 • One Stop Systems, Inc. • Electronic computers • California
This Original Equipment Manufacturing and Supply Agreement (this “Agreement”) is made this 1 July 2019 (“Effective Date”) by and among Disguise Systems Limited, a company based in the United Kingdom (“Buyer”), Disguise Technologies Limited, a company based in the United Kingdom (“Disguise Tech”), and One Stop Systems, Inc, a Delaware corporation ("Supplier"). In this Agreement, “Party” shall mean Buyer or Disguise Tech or Supplier, and “Parties” shall mean Buyer, Disguise Tech and Supplier. This agreement supersedes and replaces the OEM agreement dated October 1st 2015.
SECURITY AGREEMENTSecurity Agreement • August 8th, 2019 • One Stop Systems, Inc. • Electronic computers • California
THIS SECURITY AGREEMENT (this “Agreement”) is made and entered into effective as of _______________, ______ (the “Effective Date”), by and among (i) ONE STOP SYSTEMS, INC., a Delaware corporation, (“Debtor”), having a mailing address at 2235 Enterprise Street, #101, Escondido, California 92029; (ii) each “Holder” who has executed a counterpart signature page to this Agreement (each, individually, a “Holder” and, collectively, the “Holders”); and (iii) ____________, an individual, as collateral agent for the Holders (in such capacity, “Secured Party”), having a mailing address at _______________, with reference to the following facts:
One Stop Systems, Inc. Restricted Stock Unit Notice of Grant Inducement GrantRsu Award Agreement • August 18th, 2023 • One Stop Systems, Inc. • Electronic computers • Delaware
FOR GOOD AND VALUABLE CONSIDERATION, One Stop Systems, Inc., a Delaware corporation (the “Company”), hereby grants to the Participant named below, an Award of Restricted Stock Units (the “RSU Award”), upon the terms and subject to the conditions set forth in that Employment Agreement entered into by and between the Company and the Participant named below on [DATE] (the “Employment Agreement”) and this Restricted Stock Unit Notice of Grant (the “Grant Notice”). The RSU Award has been granted as an “inducement” award under the Nasdaq Listing Rule 5635(c)(4) pursuant to the Employment Agreement and the Restricted Stock Unit Award Agreement (the “RSU Award Agreement”) attached hereto, and has been granted outside of the Company’s 2017 Equity Incentive Plan (as may be amended from time to time, the “Plan”) or any other established equity incentive plan of the Company. Notwithstanding the foregoing, the RSU Award shall be subject to the same terms as set forth in the Plan and will be governe
SEVENTH AMENDMENT TO LEASELease • August 3rd, 2018 • One Stop Systems, Inc. • Electronic computers
This Seventh Amendment to Lease (“Amendment”) is entered into, and dated for reference purposes, as of July 24, 2018 (the “Execution Date”) by and between PACIFICA ENCINITAS BEACH, LLC, a California limited liability company, PACIFICA REAL ESTATE V, LLC, a California limited company, SR32 SAN DIEGO PORTFOLIO, LLC, a California limited liability company, FORCE FRANKLIN I. L.P., a California limited partnership, FORCE 10580, LLC, a California limited liability company, and ARKA MIRAMAR II, L.P., a California limited partnership (collectively, “Lessor”), and ONE STOP SYSTEMS, INC., a Delaware corporation (“Lessee”), with reference to the following facts:
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 25th, 2020 • One Stop Systems, Inc. • Electronic computers • California
THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is entered into and becomes effective as of March 24, 2020, by and between One Stop Systems, Inc., a Delaware corporation (“One Stop” or “Employer”) and David Raun (“Mr. Raun” or “Executive”).
INTERCREDITOR AND SUBORDINATION AGREEMENTIntercreditor and Subordination Agreement • April 21st, 2020 • One Stop Systems, Inc. • Electronic computers • New York
This INTERCREDITOR AND SUBORDINATION AGREEMENT (this “Agreement”), dated as of April 20, 2020, is made by and among each Existing Noteholder (as defined herein), Kenneth Potashner, as collateral agent for the Existing Noteholders (in such capacity, the “Existing Collateral Agent” and together with the Existing Noteholders, the “Existing Secured Parties”), ALTO OPPORTUNITY MASTER FUND, SPC - SEGREGATED MASTER PORTFOLIO B, as collateral agent for the holders of the Senior Notes (as defined below) (in such capacity, the “Senior Collateral Agent”), and One Stop Systems, Inc., a Delaware corporation (“Obligor”).
Binding Commitment LetterBinding Commitment Letter • May 9th, 2019 • One Stop Systems, Inc. • Electronic computers
The purpose of this letter is to memorialize in writing your binding commitment to make a loan to One Stop Systems, Inc., a Delaware corporation, (the “Company”), in a principal amount of at least $2,000,000 (the “Loan”), on the terms and conditions described in this letter agreement.
ContractAgreement • January 16th, 2018 • One Stop Systems Inc • Electronic computers • California
This Agreement (“Agreement”) is made this 1st day of October, 2015, with effect as of 1 January 2015 (“Effective Date”) by and between d3 Systems, LLP, (“Buyer”), a company based in the United Kingdom; and d3 Technologies Ltd., a company based in the United Kingdom, (“d3 Tech”); and One Stop Systems, Inc, a California corporation (“Supplier”). In this Agreement, “Party” shall mean Buyer or d3 Tech or Supplier, and “Parties” shall mean Buyer, d3 Tech and Supplier.
ELEVENTH AMENDMENT TO LEASELease • March 21st, 2024 • One Stop Systems, Inc. • Electronic computers
This Eleventh Amendment to Lease (“Amendment”) is entered into, and dated for reference purposes, as of September 1, 2023 (the “Execution Date”) by and between PACIFICA ENCINITAS BEACH, LLC, a California limited liability company, PACIFICA REAL ESTATE V, LLC, a California limited company, SR32 SAN DIEGO PORTFOLIO, LLC, a California limited liability company, FORCE FRANKLIN I. L.P., a California limited partnership, FORCE 10580, LLC, a California limited liability company, and ARKA MIRAMAR II, L.P., a California limited partnership (collectively, “Lessor”), and ONE STOP SYSTEMS, INC., a Delaware corporation (“Lessee”), with reference to the following facts:
Domestic Strategic Sourcing AgreementAn Agreement • August 8th, 2019 • One Stop Systems, Inc. • Electronic computers
This Agreement is entered into as of this 30th day of April, 2019, (“Effective Date”) and is made by and between Raytheon Company, a corporation organized and existing under the laws of the State of Delaware and having offices at [***], (hereinafter referred to as “Buyer”), and One Stop Systems Inc., a Corporation organized and existing under the laws of the State of Delaware and having offices at 2235 Enterprise Street, Suite 110, Escondido California, 92029 (hereinafter referred to as “Seller”).
MERGER AGREEMENT AND PLAN OF REORGANIZATION by and among ONE STOP SYSTEMS, INC., a California corporation (“Buyer”) and MISSION TECHNOLOGY GROUP, INC., a California corporation (“Target”) and RANDY JONES (“Target Shareholder”) July 6, 2016Merger Agreement • January 16th, 2018 • One Stop Systems Inc • Electronic computers • California
This Merger Agreement and Plan of Reorganization (“Agreement”) is made as of July 6, 2016 by and among One Stop Systems, Inc., a California corporation (“Buyer”); Mission Technology Group, Inc., a California corporation (“Target”); and Randy Jones, an individual and the sole shareholder of Target (“Target Shareholder”). Target and Target Shareholder are collectively referred to in this Agreement as “Target Parties.” Buyer and Target Parties are collectively referred to in this Agreement as the “Parties.”
