exv10w3






Exhibit 10.3




RULE 408 SETTLEMENT COMMUNICATION




COMPROMISE SETTLEMENT AGREEMENT AND RELEASE




1. PARTIES.




     This Compromise Settlement Agreement and Release (“Agreement”) is executed and entered into
effective this 12th day of July, 2003 (the “Effective Date”), by and between:



          (a) Mobility Electronics, Inc. (“Mobility”);




          (b) Targus Group International, Inc. (“Targus”);




          (c) Comarco, Inc.;




          (d) Comarco Wireless Technologies, Inc. (Comarco, Inc. and Comarco Wireless Technologies, Inc.
are collectively referred to as “Comarco”);




          (e) Xtend Micro Products, Inc. (“Xtend”);




          (f) iGo Corporation;




          (g) iGo Direct Corporation (iGo Corporation and iGo Direct Corporation are collectively
referred to as “iGo”); and




          (h) Hipro Electronics Company, Ltd. (“Hipro”).




2. RECITALS.




     2.1 Mobility is in the business of designing, manufacturing, marketing and selling products
for the computer industry, and in particular products that allow the operation of portable and
handheld computers and other mobile devices such as the recently launched “Juice” product.



     2.2 Comarco is in the business of designing, manufacturing, marketing and selling products for
the computer and wireless industry, including power adapters and programming tips therefore, sold
under the ChargeSource® brand name. Targus purchases from Comarco, and thereafter sells and
distributes, the ChargeSource® products.



     2.3 Mobility has filed a Complaint for patent infringement and for declaratory judgment
against Comarco and Targus in Cause No. Civ-01-1489-PHX-MHM in the United States District Court for
the District of Arizona. Comarco and Targus have filed an Answer to the Complaint denying any
liability to Mobility.



     2.4 Comarco has filed a Complaint for patent infringement against Xtend and iGo now pending in
Cause No. Civ-02-2201 in the United States District Court for the District of Arizona. Xtend and
iGo have filed an Answer to the Complaint denying any liability to Comarco.



     2.5 Comarco has filed a Complaint for Patent Infringement and false marking against Mobility,
Hipro and iGo in Cause No. Civ-03-202-PHX-MHM in the United States District Court for the District
of Arizona. Mobility, Hipro and iGo have filed an Answer to the Complaint denying any liability to
Comarco.



     2.6 The foregoing lawsuits shall be collectively referred to herein as the “Litigation.”



     2.7 Comarco is the owner of:



 









 





          (a) U.S. Patent No. 6,172,884 entitled “Small Form Factor Power Supply for Powering
Electronics Appliances,” issued January 9, 2001 (the “884 Patent”);




          (b) U.S. Patent No. 6,091,611 entitled “Connectors Adapted for Controlling a Small Form Factor
Supply,” issued July 18, 2001 (the “611 Patent”);




          (c) U.S. Patent No. 5,838,554 entitled “Small Form Factor Power Supply for Powering
Electronics Appliances,” issued November 17, 1998 (the “554 Patent”);




          (d) U.S. Patent Application No. 10/277,116 filed October 21, 2002, published as Patent
Application Pub. No. US 2003/0042881 A1 on March 6, 2003, and entitled “Programmable Power Supply”
(the “116 Application”);




          (e) Any foreign national patents that issue from PCT Application No. WO2001US10660 filed April
2, 2001, published on October 11, 2001 as Publication No. WO20011760512, (the “PCT Application”);
and




          (f) EPO Application No. 01926559.4, Publication No. 1273093 (the “EPO Application”) (the 884
Patent, the 611 Patent, the 554 Patent, the 116 Application, the PCT Application and the EPO
Application are collectively referred to as the “Comarco Patents”).




     2.8 Mobility is the owner of:



          (a) U.S. Patent No. 5,347,211 entitled “Selectable Output Power Converter,” issued September
13, 1994 (the “211 Patent”);




          (b) U.S. Patent No. 6,433,274 entitled “Power Converter Device,” issued August 13, 2002 (the
“274 Patent”);




          (c) U.S. Patent Application No. 10/159,910 filed May 31, 2002, published as Patent Application
Publication Pub. No. US 2003/0081439 A1 on May 1, 2003, and entitled “Dual Input AC/DC/Battery
Operated Power Supply” (the “910 Application”);




          (d) U.S. Patent Application No. 10/005,961 filed December 3, 2001, published as Patent
Application Publication Pub. No. US 2003/0103366 A1 on June 5, 2003, and entitled “Dual Input AC/DC
to Programmable DC Output Converter” (the “961 Application”); and




          (e) U.S. Patent Application No. 10/225,933 filed August 22, 2002, published as Patent
Application Publication Pub. No. US 2003/0080263 A1 on May 1, 2003, and entitled “Dual Input AC and
DC Power Supply Having a Programmable DC Output Utilizing Single-Loop Optical Feedback” (the “933
Application”) (the 211 Patent, the 274 Patent, the 910 Application, the 961 Application, and the
933 Application are collectively referred to as the “Mobility Patents”).




     2.9 While denying liability and acting solely for the purposes of compromising and settling
the Litigation, and in order to avoid the risk, cost, and burden of litigation and participation
therein, the Parties desire to compromise, settle and release claims against one another to the
extent provided for herein.



3. CONSIDERATION.




     In consideration for the Parties’ agreement to release each other, as set forth herein, and
the other promises contained herein, the Parties agree as follows:



     3.1 Comarco hereby grants to Mobility a non-exclusive, perpetual, royalty-free, worldwide
license (without the right to sublicense) to make, have made, to offer to sell and sell (and to
have offered for sale and have sold) to import (and have imported) to distribute (and have
distributed) and to use any product which would, without this license, infringe or contribute to or
induce the infringement of any claim of the following patents, either literally or under the
doctrine of equivalents: (a) the Comarco Patents; (b) all continuations, continuations-in-part,
continued prosecution, request for continued examination, divisional, reexamination and reissue
applications of and patents



 









 







issuing from the Comarco Patents and from the applications that issued as the Comarco Patents; (c)
all patents and patent applications claiming priority from, or from which priority is claimed by,
the Comarco Patents and/or that which is described in (b) above; (d) any foreign counterparts or
equivalents to any of the foregoing; and (e) any other current and future patents having claims
reciting, but only as to the specific claims that recite, either directly or by virtue of claim
dependency, at least one of the following (i) the combining of AC to DC and DC to DC power
conversion in a single power adapter, and/or (ii) programming of a power adapter using circuitry
(including without limitation one or more resistors) in a connector of any type (including without
limitation a tip), detachable from a cable coupled to the power adapter, and/or (iii) substantially
simultaneous charging of at least two devices with a single power adapter (all the foregoing are
collectively referred to as “Licensed Comarco Patents”). Notwithstanding the foregoing, the term
“Licensed Comarco Patents” does not include, and Comarco does not grant any license under this
Section 3.1 as to, any patent claims reciting a small form factor power supply or adapter that
utilizes planer magnetics integrated into a circuit board. The licenses granted in this Section 3.1
shall run with title to each of the Licensed Comarco Patents, and shall bind any assignee or other
person to whom any such Licensed Comarco Patents or any interest therein may be conveyed.



     3.2 Mobility hereby grants to Comarco a non-exclusive, perpetual, royalty-free, worldwide
license (without the right to sublicense) to make, have made, to offer to sell and sell (and to
have offered for sale and have sold) to import (and have imported) to distribute (and have
distributed) and to use any product which would, without this license, infringe or contribute to or
induce the infringement of any claim of the following patents, either literally or under the
doctrine of equivalents: (a) the Mobility Patents; (b) all continuations, continuations-in-part,
continued prosecution, request for continued examination, divisional, reexamination and reissue
applications of and patents issuing from the Mobility Patents and from the applications that issued
as the Mobility Patents; (c) all patents and patent applications claiming priority from, or from
which priority is claimed by, the Mobility Patents and/or that which is described in (b) above; (d)
any foreign counterparts or equivalents to any of the foregoing; and (e) any other current and
future patents having claims reciting, but only as to the specific claims that recite, either
directly or by virtue of claim dependency, at least one of the following (i) the combining of AC to
DC and DC to DC power conversion in a single power adapter, and/or (ii) programming of a power
adapter using circuitry (including without limitation one or more resistors) in a connector of any
type (including without limitation a tip), detachable from a cable coupled to the power adapter,
and/or (iii) substantially simultaneous charging of at least two devices with a single power
adapter (all the foregoing are collectively referred to as “Licensed Mobility Patents”).
Notwithstanding the foregoing, the term “Licensed Mobility Patents” does not include, and Mobility
does not grant any license under this Section 3.2 as to, any patent claims contained in the 274
Patent other than patent claims 6, 9 and 13. The licenses granted in this Section 3.2 shall run
with title to each of the Licensed Mobility Patents, and shall bind any assignee or other person to
whom any such Licensed Mobility Patents or any interest therein may be conveyed.



     3.3 The Parties agree they will not challenge, or cause or encourage any third party to
challenge, or assist or aid or abet any third party in challenging, the validity or enforceability
of any of the currently issued Comarco Patents or Mobility Patents, in any action or proceeding,
including without limitation proceedings in any court or before any patent office.



     3.4 The Parties each agree that it will not seek its court costs, attorneys’ fees or expenses
incurred in or relating to the Litigation from any other Party. All Parties agree that no Party
shall be liable to any other Party for the payment of any sum of money relating to the Litigation
for any reason.



     3.5 Comarco and Mobility agree to each issue separately a mutually agreed upon press release
announcing the settlement of the Litigation. Comarco and Mobility will use their respective
commercially reasonable best efforts to reach agreement on the press release by close of business
on Monday, July 14, 2003. Other than the issued agreed press release, the Parties agree to keep the
terms of and all copies of this settlement confidential and to not disclose same to any third
person or party, except: (a) with the prior written consent of all other Parties, provided however
in such a case Mobility shall be entitled to provide consent for itself and Xtend and iGo; or (b)
to any governmental body or judicial entity having jurisdiction and calling therefor; or (c) in
response to a discovery request or subpoena in a litigation; or (d) as otherwise may be required by
law and the rules or regulations pertaining to such laws, including but not limited to, the U.S.
Securities and Exchange Commission; or (e) to auditors or accountants for the Parties having a need
to review such information; or (f) to legal counsel representing the Party. In the case of (c),
however, the Parties agree they will not disclose the terms of this settlement nor a copy of this
Agreement without providing written notice of the request for same to all Parties so



 









 







that any Party may object to the disclosure of the information sought or the production of the
Agreement and have a reasonable opportunity to seek appropriate relief from a court of competent
jurisdiction.



4. RELEASE.




     4.1 Except for the rights and obligations created by this Agreement, in consideration for the
commitment of Targus and Comarco to the various arrangements described in this Agreement, and in
lieu of other benefits, Mobility, Xtend, iGo and Hipro, on behalf of themselves and their
respective heirs, executors, successors, assigns, and agents, (the “Mobility Parties”) irrevocably
and unconditionally release and discharge (i) Targus and Comarco; (ii) their respective past,
present and future owners, shareholders, parents, subsidiaries, successors, assigns, divisions,
units, officers, directors, employees, agents, attorneys, and representatives; (iii) their
respective past, present and future vendors, suppliers, manufacturers, distributors, customers, and
end users; and (iv) and any other entity associated in any way with the making, assembly, using,
distribution, maintenance, selling, offering for sale, repair, reconstruction, and/or importing of
any products, from and against any and all claims, counterclaims, demands, causes of action,
damages, losses, debts, obligations, suits, costs, expenses, fees (including, but not limited to,
attorneys’ fees and expert witness fees), and liabilities of any kind whatsoever, upon any legal or
equitable theory of any jurisdiction, whether contractual, tortious, common law, statutory,
federal, state, local, or otherwise, in the United States and throughout the world, whether known
or unknown, which they have or may have had since the beginning of time, arising out of or relating
to the Mobility Patents, or any facts, events or conduct that was actually alleged, or that may
have been alleged, in the Litigation including, but not limited to, the alleged infringement of any
claim in the Mobility Patents. This release does not release any third parties for their conduct
that is unrelated to Targus or Comarco or to products made by or for, sold or offered for sale by
Targus or Comarco. Notwithstanding the foregoing or any other provision of this Agreement, nothing
in this Agreement shall effect a release by the Mobility Parties of Targus for any claims any
Mobility Party may have or hereafter have against Targus which claims do not arise out of the
Comarco Patents (including, without limitation, any such claims arising out of the Private Label
and Manufacturing Agreement between Targus and Electronic Accessory Specialists International, Inc.
(dba Mobility Electronics) dated May 11, 1998).



     4.2 Except for the rights and obligations created by this Agreement, in consideration for the
commitment of Mobility, Xtend, iGo and Hipro to the various arrangements described in this
Agreement, and in lieu of other benefits, Targus and Comarco, on behalf of themselves and their
respective heirs, executors, successors, assigns, and agents, irrevocably and unconditionally
release and discharge (i) Mobility, Xtend, iGo and Hipro; (ii) their respective past, present and
future owners, shareholders, parents, subsidiaries, successors, assigns, divisions, units,
officers, directors, employees, agents, attorneys, and representatives; (iii) their respective
past, present and future vendors, suppliers, manufacturers, distributors, customers, and end users;
and (iv) and any other entity associated in any way with the making, assembly, using, distribution,
maintenance, selling, offering for sale, repair, reconstruction, and/or importing of any products,
from and against any and all claims, counterclaims, demands, causes of action, damages, losses,
debts, obligations, suits, costs, expenses, fees (including, but not limited to, attorneys’ fees
and expert witness fees), and liabilities of any kind whatsoever, upon any legal or equitable
theory of any jurisdiction, whether contractual, tortious, common law, statutory, federal, state,
local, or otherwise, in the United States and throughout the world, whether known or unknown, which
they have or may have had since the beginning of time, arising out of or relating to the Comarco
Patents, or any facts, events or conduct that was actually alleged, or that may have been alleged,
in the Litigation including, but not limited to, the alleged infringement of any claim in the
Comarco Patents. This release does not release any third parties for their conduct that is
unrelated to Mobility, Xtend, iGo and Hipro or to products made by or for, sold or offered for sale
by Mobility, Xtend, iGo and Hipro. Notwithstanding the foregoing or any other provision of this
Agreement, nothing in this Agreement shall effect a release by Targus of any Mobility Party for any
claims Targus may have or hereafter have against the Mobility Parties which claims do not arise out
of the Comarco Patents (including, without limitation, any such claims arising out of the Private
Label and Manufacturing Agreement between Targus and Electronic Accessory Specialists
International, Inc. (dba Mobility Electronics) dated May 11, 1998).



     4.3 If any person or entity that is not a signatory to this Agreement but is otherwise a
beneficiary of a release set forth in Section 4.1 or 4.2 above (a “Beneficiary”) files a lawsuit
against the person or entity (including a signatory hereto) that gave the release to such
Beneficiary (the “Releasing Party”) asserting a claim against the Releasing Party that has been
released as against the Releasing Party in Section 4.1 or 4.2 above (as the case may be), then the
release by such Releasing Party set forth in Section 4.1 or 4.2 (as the case may be) shall be null
and



 









 







void and of no further force or effect as to, and only as to, such Beneficiary unless the
Beneficiary dismisses the asserted claim from the lawsuit within thirty (30) days of the
Beneficiary and all other Parties to this Agreement receiving written notice from the Releasing
Party that the claim asserted by the Beneficiary has been released and demanding that the claim be
dismissed.



     4.4 The Parties acknowledge that they understand the significance and potential consequences
of their releases of unknown claims. The Parties intend that the claims released by them under this
Agreement be construed as broadly as possible and agree that they waive and relinquish all rights
and benefits they may have under Section 1542 of the Civil Code of the State of California, or any
similar statute or law of any other jurisdiction. Section 1542 reads as follows: “A GENERAL RELEASE
DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE
TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT
WITH THE DEBTOR.”



     4.5 Notwithstanding Sections 3.4 or 4.2 or any other provision of this Agreement, this
Agreement shall have no effect on any other agreements or contracts between Comarco and Targus.



5. DENIAL OF LIABILITY.




     The Parties further agree that liability for the claims which are the subject matter of the
Litigation has been expressly denied by all Parties and that this Agreement shall not be construed,
and is not intended to be construed, by the Parties as an admission of liability. This Agreement is
a compromise, resolution and settlement of the claims released above in Article 4, which are
disputed, in order to avoid the uncertainty, time, trouble and expense of litigation. No promise or
inducement has been offered except as set forth herein. This Agreement is executed without reliance
upon any oral, written, express or implied representations, statements, promises, warranties or
other inducement of any nature or sort made by any person or party hereto other than as is
expressly set forth herein.



6. OWNERSHIP AND AUTHORITY.




     The Parties separately represent and warrant that each (i) is the sole owner of each and every
claim, cause of action, right and chose in action compromised, settled, or released pursuant to
this Agreement and it has not previously assigned, sold, transferred, conveyed, or encumbered same;
and (ii) has the full right, power and authority to enter into and execute this Agreement. Mobility
further represents and warrants that no third party, including without limitation any prior owner
of rights in the 211 Patent and the 274 patent, has any present rights in the 211 Patent or the 274
Patent, including without limitation, the right to sue for or otherwise assert a claim for
infringement of the 211 Patent or the 274 Patent, or entitlement to any damages for alleged
infringement, past, present, or future, of the 211 Patent or the 274 Patent. Comarco further
represents and warrants that no third party, has any present rights in the 884 Patent, the 611
Patent and the 554 Patent, including without limitation, the right to sue for or otherwise assert a
claim for infringement of the 884 Patent, the 611 Patent or the 554 Patent or entitlement to any
damages for alleged infringement, past, present, or future, of the 884 Patent, the 611 Patent and
the 554 Patent.



7. RESOLUTION OF THE LITIGATION.




     The Parties shall, through counsel, immediately execute an agreed order of dismissal with
prejudice in the form attached hereto as Exhibit 1. The original order shall be promptly delivered
to counsel for Mobility for submission to the Court for signature, entry and filing and may be
accompanied by, as appropriate, an agreed motion to dismiss.



8. APPLICABLE LAW.




     This Agreement shall be governed by, construed and enforced in accordance with the laws of the
State of Arizona.



9. OTHER PROVISIONS.




 









 








     9.1 It is further expressly agreed and understood that this document sets forth the entire
consideration for this Agreement and that said consideration for this Agreement is contractual and
not a mere recital. All agreements and understandings between the Parties are embodied and
expressed herein. There are no unwritten oral agreements between the Parties.



     9.2 This Agreement shall inure to the benefit of, and shall be binding upon, the Parties and
their respective heirs, executors, administrators, trustees, successors, assigns, and all Parties
in privity with or claiming under them.



     9.3 This Agreement embodies, merges and integrates all prior and current agreements and
understandings of the Parties with respect to the subject matter hereof, and may not be clarified,
modified, changed or amended except in writing signed by each and every one of the signatories
hereto or their other authorized representatives; provided, however, nothing in this Agreement is
intended to, or shall be construed as, requiring Mobility to obtain consent from any Party other
than Comarco with respect to clarifying, modifying, changing or amending the rights granted by
Comarco to Mobility in Section 3.1, or requiring Comarco to obtain consent from any Party other
than Mobility with respect to clarifying, modifying, changing or amending the rights granted by
Mobility to Comarco in Section 3.2.



     9.4 All representations and warranties contained herein shall survive the execution and
delivery of this Agreement and the execution and delivery of any other document or instrument
referred to herein.



     9.5 The Parties acknowledge that they have had the opportunity to obtain, and have obtained,
advice on the terms of this Agreement from independent legal counsel retained to represent them in
this matter. None of the Parties has relied upon any representation by the other Parties in
executing this Agreement. Each of the Parties has conducted its own analysis regarding and due
diligence concerning this Agreement. Each Party hereto agrees that any omissions to state facts
concerning the matters covered by this Agreement are of no consequence in the determination to
execute this Agreement. Although one Party or the other may have prepared certain of the language
in this Agreement, this Agreement is the product of arms-length negotiations between sophisticated
Parties. Each Party hereto waives any rule of contract construction whereby an ambiguity would be
construed against the drafting Party.



10. ASSIGNMENT.




     Comarco and Mobility may assign this Agreement in connection with a change in ownership,
merger, acquisition, the sale or transfer of all or substantially all of their business or assets
to which this Agreement relates, provided that the assigning Party (Comarco or Mobility as the case
may be) pays the non-assigning Party (Comarco or Mobility as the case may be) US$5,000,000.00 on or
before the date the assignment is effective. Except for an assignment in accordance with the
immediately preceding sentence, this Agreement or any right or obligation hereunder is not
assignable, whether in conjunction with a change in ownership, merger, acquisition, the sale or
transfer of all, or substantially all of any part of a Party’s business or assets or otherwise,
either voluntarily, by operation of law, or otherwise. Any purported assignment of this Agreement
in violation of this Section 10 shall be null and void and of no force or effect. This Agreement
shall be binding upon and inure to the benefit of the Parties and their permitted successors and
assigns. Nothing in this Agreement is intended to, or shall be construed as, requiring Mobility to
obtain consent from any Party with respect to any assignment or grant of any license to or rights
in the Mobility Patents, or requiring Comarco to obtain consent from any Party with respect to any
assignment or grant of any license to or rights in the Comarco Patents.



11. COUNTERPARTS.




     This Agreement may be executed in counterparts or with detachable signature pages and shall
constitute one agreement, binding upon all Parties thereto as if all Parties signed the same
document.



12. HEADINGS.




     The headings used in this Agreement are intended solely for the convenience of reference, and
should not in any manner amplify, limit, modify or otherwise be used in the interpretation of any
of the provisions of this Agreement.



 









 





13. CONTACT INFORMATION.




     The Parties agree that if notice is required to be served for any reason under this Agreement,
such notice shall be sent, in writing, via certified mail and telecopy to the person(s) listed
below:


For Mobility, Xtend and iGo:



Charles R. Mollo

President & CEO

Mobility, Electronics, Inc.

17800 N. Perimeter Dr., Suite 200

Scottsdale, Arizona 85255

Telephone: (602) 351-8000

Fax: (480) 596-0349



With a copy to:



Robert P. Latham

Jackson Walker L.L.P.

901 Main Street, Suite 6000

Dallas, Texas 75202

Telephone: (214) 953-6000

Fax: (214) 953-5822



For Comarco:



Thomas Franza

2 Cromwell

Irvine, CA 92618

Telephone: (949) 599-7440

Fax: (949) 599-1415



With a copy to:



Evan Finkel

Pillsbury Winthrop LLP

725 South Figueroa Street

Suite 2800

Los Angeles, California 90017-5406

Telephone: (213) 488-7307

Fax: (213) 629-1033



For Targus:



Michael V. Ward

1211 N. Miller Street

Anaheim, CA 92806



With a copy to:



Kenneth B. Black

Stoel Rives LLP

One Utah Center

201 South Main Street, #1100

Salt Lake City, UT 84111

Telephone: (801) 578-6939

Fax: (801) 578-6999




 









 







For Hipro:



Mr. Brett Brewer

Mr. Paul Chuang c/o Brett Brewer

Hipro Electronics Inc.

2024 Centimeter Circle

Austin, Texas 78758

Telephone: (512) 833-6600

Fax: (512) 422-3775



With a copy to:



Robert P. Latham

Jackson Walker L.L.P.

901 Main Street, Suite 6000

Dallas, Texas 75202

Telephone: (214) 953-6000

Fax: (214) 953-5822




 









 








	 	 	 	 	 
	 

	 	MOBILITY ELECTRONICS, INC.	 	 
	 

	 	By: /s/ Charles R. Mollo	 	 
	 

	 	 

Typed Name: Charles R. Mollo
	 	 
	 

	 	Title: President & CEO	 	 
	 
	 	 	 	 
	 

	 	TARGUS GROUP INTERNATIONAL, INC.	 	 
	 

	 	By: /s/ John H. McAlpine	 	 
	 

	 	 


Typed Name: John H. McAlpine
	 	 
	 

	 	Title: EVP & CFO	 	 
	 
	 	 	 	 
	 

	 	COMARCO, INC.	 	 
	 

	 	By: /s/ Tom Franza	 	 
	 

	 	 


Typed Name: Tom Franza
	 	 
	 

	 	Title: President and CEO	 	 
	 
	 	 	 	 
	 

	 	COMARCO WIRELESS TECHNOLOGIES, INC.	 	 
	 

	 	By: /s/ Tom Franza	 	 
	 

	 	 


Typed Name: Tom Franza
	 	 
	 

	 	Title: President and CEO	 	 
	 
	 	 	 	 
	 

	 	XTEND MICRO PRODUCTS, INC.	 	 
	 

	 	By: /s/ Charles R. Mollo	 	 
	 

	 	 


Typed Name: Charles R. Mollo
	 	 
	 

	 	Title: President	 	 
	 
	 	 	 	 
	 

	 	IGO CORPORATION	 	 
	 

	 	By: /s/ Charles R. Mollo	 	 
	 

	 	 


Typed Name: Charles R. Mollo
	 	 
	 

	 	Title: CEO	 	 
	 
	 	 	 	 
	 

	 	IGO DIRECT CORPORATION	 	 
	 

	 	By: /s/ Charles R. Mollo	 	 
	 

	 	 


Typed Name: Charles R. Mollo
	 	 
	 

	 	Title: CEO	 	 
	 
	 	 	 	 
	 

	 	HIPRO ELECTRONICS COMPANY, LTD.	 	 
	 

	 	By: /s/ Frank Jih	 	 
	 

	 	 



Typed Name: Frank Jih
	 	 
	 

	 	Title: Vice President