SECURITY AGREEMENT (Multiple Use)Security Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec
CONFIDENTIALITY AND NONCOMPETITION AGREEMENTConfidentiality and Noncompetition Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
SECURITY AGREEMENTSecurity Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec
AGREEMENTAgreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec
Reference is made to the Registration Rights Agreement dated August 11, 2008 (the “Registration Rights Agreement”) by and among Kerry Propper, Steve Urbach, Jonas Grossman, Jianghan Huang, Dr. Richard D. Propper, Paula Beharry, Daniel Beharry, Li Zhang, Li Gong, Dr. Jianjun Shi, Xiaosong Zhong, Michael Walas, Mark Brewer and Ryan Hallman (collectively, the “Existing Shareholders”) and Chardan 2008 China Acquisition Corp. (the “Company”) and to the Warrant Sale Agreement (the “Warrant Sale Agreement”) dated January 15, 2010 by and among the Company, certain of the Existing Shareholders and the Law Offices of David J. Stern, PA, Professional Title and Abstract Company Of Florida, Inc., and Default Servicing, Inc. (the “Stern Entities”). Pursuant to the Warrant Sale Agreement, the Company will issue a certain number of its ordinary shares to certain of the Existing Shareholders (the “Additional Shares”).
DIRECTOR HOLD HARMLESS INDEMNIFICATION AGREEMENTDirector Hold Harmless Indemnification Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Virgin Islands
This Hold Harmless and Indemnification Agreement (the “Agreement”) is made as of the 15th day of January, 2010, by and between DJSP ENTERPRISES, INC., a company incorporated under the laws of the British Virgin Islands (the “Company”), and _______________ (the “Director”).
FACILITIES SHARING AGREEMENTFacilities Sharing Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
THIS FACILITIES SHARING AGREEMENT (this “Agreement”) is entered into as of January 15, 2010 (the “Effective Date”) by and between LAW OFFICES OF DAVID J. STERN, P.A., a professional association licensed to practice law in the State of Florida (“Firm”), and DJS PROCESSING, LLC, a Delaware limited liability company (the “Company”) (each of Firm and the Company, a “Party”; together, the “Parties”).
AGREEMENTAgreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec
Reference is made to the Private Placement Warrant Escrow Agreement dated August 11, 2008 (the “Agreement”), by and among Chardan 2008 China Acquisition Corp., a British Virgin Islands business company of limited liability (the “Company”), the private placement warrant holders listed as “Purchasers” on the signature page thereto (collectively, the “Purchasers”), and Continental Stock Transfer & Trust Company, a New York corporation, as escrow agent (the “Escrow Agent”). Any capitalized terms used herein but not otherwise defined shall have the same meaning for such term as is contained in the Agreement.
DJSP ENTERPRISES, INC. CONSULTANT NONQUALIFIED SHARE OPTION AGREEMENTConsultant Nonqualified Share Option Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
Pursuant to the 2009 Equity Incentive Plan (the “Plan”) of DJSP Enterprises, Inc. (formerly Chardan 2008 China Acquisition Corp.) (the “Corporation”) and with the approval of the Compensation Committee (“Committee”) of the Corporation’s Board of Directors in accordance with the Plan, the Corporation grants you an option (the “Option”) to purchase _______ Ordinary Shares of the Corporation (the “Shares”) at $______ per Share, upon the terms and conditions contained in this Share Option Agreement (the “Agreement”) and in the Plan. The Option is intended to be a Nonqualified Stock Option. The Plan, as amended from time to time, is made a part of this Agreement and is available upon request. Capitalized terms used in this Agreement, but not otherwise defined in this Agreement, shall have the meanings given them in the Plan.
OFFICER HOLD HARMLESS INDEMNIFICATION AGREEMENTOfficer Hold Harmless Indemnification Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Virgin Islands
This Indemnification Agreement (the “Agreement”) is made effective as of the 15th day of January, 2010, by and between DJSP ENTERPRISES, INC., a company incorporated under the laws of the British Virgin Islands (the “Company”), and _______________ (the “Officer”).
DAL GROUP, LLC TAX INDEMNIFICATION AGREEMENTTax Indemnification Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
THIS TAX INDEMNIFICATION AGREEMENT (this “Agreement”), dated as of January 15, 2010, is entered into by and between DAL Group, LLC, a Delaware limited liability company (the “Company”) and Chardan 2008 China Acquisition Corp. (“Chardan”).
AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec
THE LAW OFFICES OF DAVID J. STERN, P.A. 401(K) PLAN COST-SHARING AGREEMENTCost-Sharing Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec
This Cost-Sharing Agreement (“Agreement”) is made and entered into as of [INSERT DATE], 2010 by and among, Law Offices of David J. Stern, P.A., a professional association licensed to practice law in the State of Florida (“Law Firm”), DJS Processing, LLC, a limited liability company organized under the laws of the State of Delaware (“DJSP”), Default Servicing, LLC, a limited liability company organized under the laws of the State of Delaware (“DSI”), Professional Title and Abstract Company of Florida, LLC, a limited liability company organized under the laws of the State of Delaware (“PTA”) (DJSP, PTA and DSI are each referred to herein as the “Newly-Formed LLC”).
GENERAL SUBORDINATION AND ASSIGNMENT (CONTINUING AND UNCONDITIONAL)DJSP Enterprises, Inc. • April 2nd, 2010 • Services-business services, nec • Florida
To induce BANK OF AMERICA, N.A. (“Bank”) to extend or to continue to extend credit from time to time to DAL GROUP, LLC, a Delaware limited liability company (“Borrower”), DJS PROCESSING, LLC, a Delaware limited liability company, PROFESSIONAL TITLE AND ABSTRACT COMPANY OF FLORIDA, LLC, a Delaware limited liability company, and DEFAULT SERVICING, LLC, a Delaware limited liability company (jointly and severally, the “Guarantors”); CHARDAN CAPITAL MARKETS, LLC, KERRY PROPPER, and CHARDAN CAPITAL LLC (jointly and severally, the “Senior Lenders”); and the LAW OFFICES OF DAVID J. STERN, P.A., a Florida professional association (the “Law Firm”), STERN HOLDING COMPANY-PT, INC., f/k/a PROFESSIONAL TITLE AND ABSTRACT COMPANY OF FLORIDA, INC., a Florida corporation, and STERN HOLDING COMPANY-DS, INC., f/k/a DEFAULT SERVICING, INC., a Florida corporation (jointly and severally, the “Junior Lenders”), the undersigned creditors of Borrower (hereinafter the Guarantors, the Senior Lenders and the Juni
LOAN AGREEMENTLoan Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
THIS LOAN AGREEMENT dated as of March 18, 2010, is between BANK OF AMERICA, N.A. (the "Bank") and DAL GROUP, LLC, a Delaware limited liability company (the "Borrower").
CONFIDENTIAL SERVICES AGREEMENT BETWEEN LAW OFFICES OF DAVID J. STERN, P.A. AND DJS PROCESSING, LLC DATED JANUARY 15, 2010Services Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
STERN CONFIDENTIALITY AND NONCOMPETITION AGREEMENTConfidentiality and Noncompetition Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
EMPLOYMENT AGREEMENTEmployment Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of March 2, 2010, between DJSP Enterprises, Inc., an entity organized under the laws of the British Virgin Islands (“DJSP”), DAL Group, LLC, a Delaware limited liability company (“DAL Group, LLC”), Professional Title and Abstract Company of Florida, LLC (“PTA”), Default Servicing, LLC (“DSI”), DJS Processing, LLC, a Delaware limited liability company (“DJS Processing,” and collectively with DAL Group, LLC, PTA and DSI the “Companies,” or individually, a “Company”) and Matthew S. Kayton (“Executive”).
STERN PARTICIPANTS TAX INDEMNIFICATION AGREEMENTTax Indemnification Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
THIS TAX INDEMNIFICATION AGREEMENT (this “Agreement”), dated as of January 15, 2010, is entered into by and between David J. Stern (“Stern”), the Law Offices of David J. Stern, P.A. (“DJS”), Professional Title and Abstract Company of Florida, Inc. (“PTA”) and Default Servicing, Inc. (“DSI”, and collectively with Stern, DJS and PTA, the “Stern Participants”), Chardan 2008 China Acquisition Corp. (“Chardan”), and DAL Group, LLC (the “Company”).
CONTINUING AND UNCONDITIONAL GUARANTYDJSP Enterprises, Inc. • April 2nd, 2010 • Services-business services, nec • Florida
FLATWORLD PARTICIPANTS TAX INDEMNIFICATION AGREEMENTTax Indemnification Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
THIS TAX INDEMNIFICATION AGREEMENT (this “Agreement”), dated as of January 15, 2010, is entered into by and between Raj Gupta (“Gupta”), Jeffrey Valenty (“Valenty”), FlatWorld DAL, LLC (“FlatWorld,” and collectively with Gupta and Valenty the “FlatWorld Participants”), Chardan 2008 China Acquisition Corp. (“Chardan”), and DAL Group, LLC (the “Company”).
TRANSFERRED EMPLOYEES PAYROLL AND BENEFITS TRANSITION AND REIMBURSEMENT AGREEMENTTransferred Employees Payroll And • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec
This Transferred Employees Payroll and Benefits Transition and Reimbursement Agreement (this “Agreement”) dated as of January 15, 2010, is made and entered into by and among Law Offices of David J. Stern, P.A., a professional association licensed to practice law in the State of Florida (“Law Firm”), Professional Title and Abstract Company of Florida, Inc. (“PTA”), Default Servicing, Inc. (“DSI”) (Law Firm, DSI, and PTA are referred to herein collectively as the “Stern Contributors”), DJS Processing, LLC, a limited liability company organized under the laws of the State of Delaware (“DJS LLC”), Default Servicing, LLC, a limited liability company organized under the laws of the State of Delaware (“DSI LLC”), and Professional Title and Abstract Company of Florida LLC, a limited liability company organized under the laws of the State of Delaware (“PTA LLC”), (DJS LLC, PTA LLC and DSI LLC are each referred to herein as a “Newly Formed LLC” or collectively, as the “Newly Formed LLCs”) (each
EMPLOYMENT AGREEMENTEmployment Agreement • April 2nd, 2010 • DJSP Enterprises, Inc. • Services-business services, nec • Florida
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of February 15, 2010, between DJSP Enterprises, Inc., an entity organized under the laws of the British Virgin Islands (“DJSP”), DAL Group, LLC, a Delaware limited liability company (“DAL Group, LLC”), Professional Title and Abstract Company of Florida, LLC (“PTA”), Default Servicing, LLC (“DSI”), DJS Processing, LLC, a Delaware limited liability company (“DJS Processing,” and collectively with DAL Group, LLC, PTA and DSI the “Companies,” or individually, a “Company”) and Kumar Gursahaney (“Executive”).
