EXHIBIT 10.9 SECURITY AGREEMENT (Braintech, Inc.) THIS SECURITY AGREEMENT (the "Agreement") is made the 27th day of March, 2009, by BRAINTECH, INC., a Nevada corporation (the "Debtor"), in favor of ROYAL BANK OF CANADA and its assigns (the "Secured...Security Agreement • May 15th, 2009 • Braintech Inc • Services-computer integrated systems design • Nevada
SUBLEASE AND CONSENT TO SUBLEASE THIS AGREEMENT made as of the 1st day of June, 2000. BETWEEN: MGI INTERNATIONAL MARINE SAFETY SOLUTIONS INC. Unit 115 Carrie Cates Court North Vancouver, B.C. (herein called the "Tenant") AND: TECHWEST MANAGEMENT INC....Sublease Agreement • August 14th, 2000 • Braintech Inc/Bc • Services-computer integrated systems design
ASSIGNMENT OF LEASEAssignment Agreement • November 15th, 1999 • Braintech Inc/Bc • Services-computer integrated systems design
LICENSE AGREEMENTLicense Agreement • September 25th, 1998 • Braintech Inc/Bc
EXHIBIT 10.6 THIS EMPLOYMENT CONTRACT (the "Agreement") is entered into on June 26, 2007 BETWEEN: Braintech Canada, Inc. a Canadian Company, incorporated in the Province of British Columbia and having a business office at Suite 102 - 930 West 1st...Employment Agreement • May 15th, 2009 • Braintech Inc • Services-computer integrated systems design
ALLIANCE AGREEMENT This Alliance Agreement (the "Agreement") is made effective as of the 26th of March, 2000 between BrainTech, Inc. ("BNTI"), having a principal place of business at Suite 102, 903 West 1st St., North Vancouver, B.C. V7P 3N4, fax...Alliance Agreement • May 15th, 2000 • Braintech Inc/Bc • Services-computer integrated systems design
THIS AGREEMENT made as of the 20th day of September 1999 BETWEEN:Contract for Services • November 15th, 1999 • Braintech Inc/Bc • Services-computer integrated systems design • Ontario
LOAN AND SECURITY AGREEMENT (TERM LOAN)Loan and Security Agreement • November 16th, 2009 • Braintech Inc • Services-computer integrated systems design • Nevada
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of October 30, 2009 (the “Effective Date”) among (a) SILICON VALLEY BANK, a California corporation with a loan production office located at 8020 Tower Crescent Drive, Suite 475, Vienna, Virginia 22182 (“Bank”), and (b) BRAINTECH, INC., a Nevada corporation (“Braintech, Inc”), BRAINTECH INDUSTRIAL, INC., a Delaware corporation (“Braintech Industrial”) and BRAINTECH GOVERNMENT & DEFENSE, INC., a Delaware corporation (“Braintech Government”) (hereinafter, Braintech, Inc., Braintech Industrial and Braintech Government are jointly and severally, individually and collectively, referred to as “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
Exhibit 10.7Software Development and License Agreement • November 15th, 1999 • Braintech Inc/Bc • Services-computer integrated systems design • British Columbia
OFFICE LEASE BETWEENLease Agreement • November 15th, 1999 • Braintech Inc/Bc • Services-computer integrated systems design • British Columbia
STOCK OPTION AGREEMENTStock Option Agreement • June 28th, 2005 • Braintech Inc • Services-computer integrated systems design
Exhibit 10.13Cost Sharing and Allocation Agreement • November 15th, 1999 • Braintech Inc/Bc • Services-computer integrated systems design
EXCLUSIVE CHANNEL PARTNER AGREEMENT FOR THE LICENSING OF BRAINTECH'S VISION GUIDED ROBOTICS TECHNOLOGIES AND SOFTWARE PRODUCTS PARTIES:Exclusive Channel Partner Agreement • January 19th, 2005 • Braintech Inc • Services-computer integrated systems design • Michigan
BETWEEN: BRAINTECH CANADA INC., a corporation duly organized and existing under the laws of British Columbia, Canada, with its principal office at 102-930 West 1st Street, North Vancouver, British Columbia, Canada V7P 3N4: (604) 9886440, fax (604) 986-6131 (hereinafter referred to as "Braintech")
Accounts Receivable Line of Credit) LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 16th, 2009 • Braintech Inc • Services-computer integrated systems design
This LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of October 30, 2009 (the “Effective Date”) is among (a) SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 with a loan production office located at 8020 Towers Crescent Drive, Suite 475, Vienna, Virginia 22182 (FAX 703-356-7643) (“Bank”) and (b) BRAINTECH, INC., a Nevada corporation, with offices located at 1750 Tyson’s Boulevard, Suite 350, McLean, Virginia 22102 (FAX 703-637-9772) (“Braintech, Inc.”), BRAINTECH INDUSTRIAL, INC., a Delaware corporation, with offices located at 1002 Centerpoint Parkway, Suite 103, Pontiac, Michigan 48341 (FAX 703-637-9772) (“Braintech Industrial”), and BRAINTECH GOVERNMENT & DEFENSE, INC., a Delaware corporation, with offices located at 1750 Tyson’s Boulevard, Suite 350, McLean, Virginia 22102 (FAX 703-637-9772) (“Braintech Government”) (hereinafter, Braintech, Inc., Braintech Industrial and Braintech Governm
Employment Agreement THIS AGREEMENT dated January 28, 2009 (“Effective Date”). BETWEEN: Jerry Osborn 6985 Woodlyn Ct. Clarkson, MI 48348Employment Agreement • February 4th, 2009 • Braintech Inc • Services-computer integrated systems design • Virginia
THIS EMPLOYMENT CONTRACT (the “Agreement”) is entered into on October 22, 2007 BETWEEN:Employment Agreement • October 31st, 2007 • Braintech Inc • Services-computer integrated systems design
Braintech Canada, Inc. a Canadian Company, incorporated in the Province of British Columbia and having a business office at Suite 102 – 930 West 1st Street, North Vancouver, BC V7P-3N4
PROMISSORY NOTEEscrow Agreement • July 5th, 2001 • Braintech Inc/Bc • Services-computer integrated systems design • British Columbia
BRAINTECH INC. LOAN GUARANTEE AND SUBSCRIPTION AGREEMENT UNITS INSTRUCTIONS TO PURCHASERLoan Guarantee and Subscription Agreement • October 26th, 2006 • Braintech Inc • Services-computer integrated systems design • British Columbia
Subject and pursuant to the Terms set out on pages 3 and 4, the General Provisions on pages 8 to 14 and the other schedules and appendices attached which are hereby incorporated by reference, the Purchaser hereby irrevocably subscribes for, and on Closing will purchase from the Issuer, the following securities at the following price:
Exhibit 10.2 PRODUCT DEVELOPMENT AGREEMENT This agreement (the "Agreement") is entered into as of June ___, 1998 by and between UTMC MICROELECTRONIC SYSTEMS INC., a Delaware corporation, with offices located at 4350 Centennial Boulevard, Colorado...Product Development Agreement • September 25th, 1998 • Braintech Inc/Bc • Colorado
GENERAL SECURITY AGREEMENTSecurity Agreement • October 26th, 2006 • Braintech Inc • Services-computer integrated systems design • British Columbia
BRAINTECH, INC., a Nevada corporation extra-provincially registered in British Columbia under A-42214, of Suite #102, 930 West 1st Street, North Vancouver, British Columbia, V7P 3N4
BRAINTECH, INC STOCK OPTION AGREEMENTStock Option Agreement • February 16th, 2005 • Braintech Inc • Services-computer integrated systems design
Employment Agreement THIS AGREEMENT dated the 12th day of August , 2008. BETWEEN: Adil ShafiEmployment Agreement • August 18th, 2008 • Braintech Inc • Services-computer integrated systems design • Delaware
BRAINTECH, Inc. 1750 Tyson’s Boulevard www.BRAINTECH.com A Nevada corporation Suite 350 with its principal offices at: McLean, Virginia 22102 Amendment to Employment Agreement CONFIDENTIALEmployment Agreement • July 31st, 2009 • Braintech Inc • Services-computer integrated systems design
AMENDMENT entered into as of the date(s) set forth in the signature block below and intended to be effective as of July 1, 2009 (“Amendment Effective Date”) to EMPLOYMENT AGREEMENT dated January 28, 2009
AMENDMENT TO EMPLOYMENT CONTRACTEmployment Contract • March 31st, 2009 • Braintech Inc • Services-computer integrated systems design
This Amendment to Employment Contract (this “Amendment”) is entered into on the date(s) indicated in the signatures block below with the intention that it be effective as of December 31, 2008 (“Amendment Effective Date”) by and among Owen Jones, an individual residing at 309 9th Avenue, New Westminster, BC, V3L 2A2, Canada (“Executive”), Braintech Canada, Inc, a Canadian company incorporated in the province of British Columbia with its principal offices at Suite 102, 930 West 1st Street, North Vancouver, BC, V7P 3N4, Canada (“Braintech Canada”), and Braintech, Inc., a Nevada corporation with its principal offices at 1750 Tysons Boulevard, Suite 350, McLean, Virginia 22102, USA (“Braintech”) Braintech and Braintech Canada are hereinafter referred to collectively as the “Company”. Executive, Braintech and Braintech Canada are hereinafter referred to collectively as the “Parties”.
NON-RECOURSE PLEDGED ACCOUNT AGREEMENTNon-Recourse Pledged Account Agreement • November 16th, 2009 • Braintech Inc • Services-computer integrated systems design • Massachusetts
This continuing Non-Recourse Pledged Account Agreement (“Agreement”) is entered into as of October 30, 2009, by [______________________] (“Pledged Account Provider”), in favor of Silicon Valley Bank (“Bank”).
JOINT VENTURE TECHNOLOGY DEVELOPMENT AGREEMENT This Agreement made the 23rd day of November, 1995. BETWEEN: BRAINTECH, INC. Unit #102, 930 West 1st Street North Vancouver, British Columbia V7P 3N4 (hereinafter referred to as "Braintech") AND:...Joint Venture Technology Development Agreement • September 25th, 1998 • Braintech Inc/Bc • British Columbia
NOTE AND SECURITY AGREEMENT (SILICON VALLEY BANK PLEDGORS)Note and Security Agreement • January 29th, 2010 • Braintech Inc • Services-computer integrated systems design
THIS NOTE AND SECURITY AGREEMENT (this “Agreement”) dated as of January 15, 2010 (the “Effective Date”) among (a) Rick Weidinger, Kenneth Brooks, David Baird, Frederick Bohlander, and Colin Eagen, and any other person listed in Exhibit A (each, a “Pledgor,” and collectively, “Pledgors”), and (b) BRAINTECH, INC., a Nevada corporation (“Braintech, Inc”), BRAINTECH INDUSTRIAL, INC., a Delaware corporation (“Braintech Industrial”) and BRAINTECH GOVERNMENT & DEFENSE, INC., a Delaware corporation (“Braintech Government”) (hereinafter, Braintech, Inc., Braintech Industrial and Braintech Government are jointly and severally, individually and collectively, referred to as “Borrower”), provides the terms on which Pledgors shall lend to Borrower and Borrower shall repay Pledgors. The parties agree as follows:
AMENDED AND RESTATED SECURITY AGREEMENT (Braintech, Inc.)Security Agreement • August 14th, 2009 • Braintech Inc • Services-computer integrated systems design • Nevada
THIS SECURITY AGREEMENT (the “Agreement”) is made the 22nd day of June 2009, by BRAINTECH, INC., a Nevada corporation (the “Debtor”), in favor of those parties now providing letters of credit as listed in Exhibit A attached hereto and their assigns (collectively, the “LC Providers”).
LICENSE AGREEMENT FOR THE SYSTEM INTEGRATION OF BRAINTECH VISION GUIDED ROBOTICS TECHNOLOGY PARTIES:License Agreement • July 5th, 2002 • Braintech Inc/Bc • Services-computer integrated systems design • British Columbia
BETWEEN: BRAINTECH CANADA INC., a corporation duly organized and existing under the laws of Canada, with its principal office at 102-930 West 1st Street, North Vancouver, British Columbia, Canada V7P 3N4 (hereinafter referred to as "Braintech")
MUTUAL RELEASE AND SETTLEMENT AGREEMENT Dated: February 1, 2001 BETWEEN: MANFRED KURSCHNER ("Kurschner") and JMF MANAGEMENT INC. ("JMF") AND: BRAINTECH, INC. ("BNTI") and TECHWEST MANGEMENT INC. ("Techwest") WHEREAS: A. Kurschner and JMF have...Mutual Release and Settlement Agreement • March 29th, 2001 • Braintech Inc/Bc • Services-computer integrated systems design
Lock-Up Agreement August 12, 2008Lock-Up Agreement • August 18th, 2008 • Braintech Inc • Services-computer integrated systems design • Nevada
This Lock-Up Agreement is being delivered to you in connection with the Share Purchase Agreement (the "Purchase Agreement"), dated as of August __, 2008, by and among the undersigned Adil Shafi (the “undersigned”), SHAFI, Inc., a Michigan corporation, SHAFI Innovation, Inc., a Michigan corporation and Braintech, Inc., a Nevada corporation (“Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.
Exhibit 10.13Office Space and Services Agreement • November 14th, 2000 • Braintech Inc/Bc • Services-computer integrated systems design
Royal Bank of Canada Commercial Financial ServicesCredit Agreement • August 14th, 2009 • Braintech Inc • Services-computer integrated systems design
EMPLOYMENT AGREEMENTEmployment Agreement • January 29th, 2010 • Braintech Inc • Services-computer integrated systems design
THIS EMPLOYMENT AGREEMENT (the “Agreement”), made as of January 1, 2010 (the “Effective Date”), by and between BRAINTECH CANADA, INC., a Canadian Company, incorporated in the province of British Columbia and having an office 360 – 555 Sixth Street, New Westminster BC, V3L 5H1 and BRAINTECH, INC. a Nevada corporation with its principal offices at 1750 Tysons Blvd., Suite 350, McLean, VA 22102 (together “Braintech”), and EDWARD A. WHITE, an individual residing at #416 – 5 K de K Court, New Westminster, BC, V3M 6B6 Canada (the “Employee”).
Exhibit 10.17 - Partial Surrender of Lease for 100-101 A & B 930 W. 1st Street, North Vancouver PARTIAL SURRENDER OF LEASE THIS PARTIAL SURRENDER AND RELEASE made as of the 25th day of June, 2001. BETWEEN: TECHWEST MANAGEMENT INC. c/o Mr. Dale W....Partial Surrender of Lease • March 29th, 2002 • Braintech Inc/Bc • Services-computer integrated systems design
