ACCOUNT PURCHASE AGREEMENTAccount Purchase Agreement • November 14th, 2007 • MPC Corp • Services-prepackaged software • Colorado
This Agreement is dated as of October 1st, 2007 between Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division (“WFBC”), and Gateway Companies, Inc. (“Customer”). The Customer and WFBC agree as follows:
October 1, 2007Letter Agreement • November 14th, 2007 • MPC Corp • Services-prepackaged software • Delaware
Re: Asset Purchase Agreement dated September 4, 2007 (the “Purchase Agreement”) by and among MPC CORPORATION, a Colorado corporation (“Company”), MPC-PRO, LLC, a Delaware limited liability company (“Buyer”), GATEWAY, INC., a Delaware corporation (“Gateway”) and GATEWAY TECHNOLOGIES, INC., a Delaware corporation.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2007 • MPC Corp • Services-prepackaged software
This REGISTRATION RIGHTS AGREEMENT (“Agreement”) is made and entered into as of October 1, 2007, between MPC CORPORATION, a Colorado corporation (“Company”), and GATEWAY, INC., a Delaware corporation (“Gateway”).
AGREEMENTAgreement • November 14th, 2007 • MPC Corp • Services-prepackaged software
This Agreement is entered into this 1st day of October, 2007 by and among Wells Fargo Bank, National Association acting through its Wells Fargo Business Credit operating division (“WFBC”), Gateway, Inc. (“Gateway”), Gateway Companies, Inc. (“Gateway Companies”) and MPC-Pro, LLC (“MPC”), a wholly-owned subsidiary of MPC Corporation (“MPC Parent”).
SECOND AMENDMENT TO ACCOUNT PURCHASE AGREEMENTAccount Purchase Agreement • November 14th, 2007 • MPC Corp • Services-prepackaged software
This Second Amendment to Account Purchase Agreement dated as of this 1st day of October, 2007 shall modify that certain Account Purchase Agreement dated November 14, 2006, as amended (the “Agreement”), by and between Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division (“WFBC”), and MPC SolutionsSales, LLC (“Customer”).
LEASELease • November 14th, 2007 • MPC Corp • Services-prepackaged software • South Dakota
AMENDMENT NO. 1Registration Rights Agreement • November 14th, 2007 • MPC Corp • Services-prepackaged software
This Amendment No. 1 to Registration Rights Agreement (this “Amendment”) is made and entered into as of October 1, 2007, among MPC Corporation, a Colorado corporation (the “Company”), and the several purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
AMENDMENT NO. 1 TO CONVERTIBLE DEBENTUREConvertible Debenture • November 14th, 2007 • MPC Corp • Services-prepackaged software • New York
THIS AMENDMENT NO. 1 TO CONVERTIBLE DEBENTURE (this “Amendment”), is dated as of October 1, 2007 by and between MPC Corporation (formerly Hyperspace Communications, Inc.) (the “Company”) and Toibb Investment LLC (the “Holder”).
SECOND AMENDMENT TO ACCOUNT PURCHASE AGREEMENTAccount Purchase Agreement • November 14th, 2007 • MPC Corp • Services-prepackaged software
This Second Amendment to Account Purchase Agreement dated as of this 1st day of October, 2007 shall modify that certain Account Purchase Agreement dated November 14, 2006, as amended (the “Agreement”), by and between Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division (“WFBC”), and MPC Computers, LLC (“Customer”).
GUARANTY BY CORPORATIONGuaranty by Corporation • November 14th, 2007 • MPC Corp • Services-prepackaged software • Colorado
This Guaranty, dated as of October 1, 2007, is made by MPC Corporation, a Colorado corporation (the “Guarantor”), for the benefit of Wells Fargo Bank, National Association through its operating Division Wells Fargo Business Credit (with its successors and assigns, the “WFBC”).
CROSS-COLLATERAL AND CROSS DEFAULT AGREEMENTCross-Collateral and Cross Default Agreement • November 14th, 2007 • MPC Corp • Services-prepackaged software
This agreement is entered into this 1st day of October, 2007 by and among Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division (“WFBC”), and MPC Computers, LLC (“MPC”), MPC-G, LLC (“MPC-G”), MPC Solutions Sales, LLC (“MPC-Sales”), Gateway Companies, Inc. (“GCI”) and MPC-Pro, LLC (“MPC-Pro”).
MPC Corporation 906 East Karcher Road Nampa, Idaho 83687 October 1, 2007Asset Purchase Agreement • November 14th, 2007 • MPC Corp • Services-prepackaged software • Delaware
In connection with the Asset Purchase Agreement (the “Agreement”) dated as of September 4, 2007, by and among MPC Corporation, a Colorado corporation (“MPC”), MPC-PRO, LLC, a Delaware limited liability company (“Buyer”), Gateway, Inc., a Delaware corporation (“Seller”) and Gateway Technologies, Inc., a Delaware corporation (“Gateway Technologies”), the parties to the Agreement hereby agree as follows:
GUARANTY BY CORPORATIONMPC Corp • November 14th, 2007 • Services-prepackaged software • Colorado
This Guaranty, dated as of October 1, 2007, is made by MPC Corporation, a Colorado corporation (the “Guarantor”), for the benefit of Wells Fargo Bank, National Association through its operating Division Wells Fargo Business Credit (with its successors and assigns, the “WFBC”).
LIMITED LICENSE OF GATEWAY’S RIGHTSMPC Corp • November 14th, 2007 • Services-prepackaged software • Delaware
This Limited License of Gateway’s Rights (“Agreement”) is entered into effective as of October 1, 2007 (“Effective Date”), by and between MPC Corporation, a Colorado corporation (“Licensee” or “MPC”) and Gateway, Inc., a Delaware corporation (“Licensor” or “Gateway”). MPC and Gateway may be referred to individually as a “Party” or collectively as the “Parties” to this Agreement.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • November 14th, 2007 • MPC Corp • Services-prepackaged software • Delaware
Transition Services Agreement (this “Agreement”) dated as of this 1st day of October, 2007, among MPC PRO, LLC, a Delaware limited liability company (“Buyer”) and GATEWAY, INC., a Delaware corporation (“Seller”) (together, the “Parties”).
