1 EXHIBIT 10.15 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made as of this 18th day of August, 1999, by and between BSQUARE Corporation, a Washington corporation (the "Company"), and Vulcan Ventures Incorporated, a...Stock Purchase Agreement • August 19th, 1999 • Bsquare Corp /Wa • Services-business services, nec • Washington
1 EXHIBIT 99.1(a) FORM OF VOTING AGREEMENT VOTING AGREEMENT, dated as of __________ __, 2000 (the "Voting Agreement"), by and between BSQUARE Corporation. ("BSQUARE") and the undersigned shareholder and/or optionholder (the "Shareholder") of Mainbrace...Voting Agreement • May 23rd, 2000 • Bsquare Corp /Wa • Services-business services, nec • California
RECITALSLoan and Security Agreement • September 17th, 1999 • Bsquare Corp /Wa • Services-business services, nec • California
ii- 4 ARTICLE IV - CONDITIONS PRECEDENT TO OBLIGATIONS OF BSQUARE AND MERGER SUB....39 4.1 Accuracy of Representations and Warranties.....................39 4.2 Performance of Agreements......................................39 4.3 Opinion of Counsel...Merger Agreement • May 23rd, 2000 • Bsquare Corp /Wa • Services-business services, nec • California
1 EXHIBIT 1.1 ______________ Shares BSQUARE Corporation Common Stock, no par value UNDERWRITING AGREEMENTUnderwriting Agreement • October 8th, 1999 • Bsquare Corp /Wa • Services-business services, nec • New York
RECITALSLease Agreement • November 14th, 2002 • Bsquare Corp /Wa • Services-business services, nec • Washington
AMONGMerger Agreement • March 19th, 2003 • Bsquare Corp /Wa • Services-business services, nec • Washington
EXHIBIT 10.5 bsquare corporation LOAN AND SECURITY AGREEMENT TABLE OF CONTENTSLoan and Security Agreement • August 17th, 1999 • Bsquare Corp /Wa • California
OFFICE LEASE BETWEEN EOP NORTHWEST PROPERTIES, L.L.C. A DELAWARE LIMITED LIABILITY COMPANY ("LANDLORD") AND BSQUARE CORPORATION, A WASHINGTON CORPORATION ("TENANT")Office Lease • August 17th, 1999 • Bsquare Corp /Wa
BETWEEN MERCER ISLAND PARTNERS ASSOCIATES, LLC LANDLORD AND BSQUARE CORPORATION, INC. TENANTLease Agreement • August 17th, 1999 • Bsquare Corp /Wa • Washington
BY AND AMONGMerger Agreement • January 18th, 2000 • Bsquare Corp /Wa • Services-business services, nec • Washington
1 EXHIBIT 10.12 MICROSOFT(R) SOFTWARE FOR DEDICATED SYSTEMS DISTRIBUTOR AGREEMENT #_____________ dated November 1ST, 1997 with Bsquare Corporation, a corporation of Washington. This Distributor Agreement ("Agreement") is made and entered into as of...Distributor Agreement • August 17th, 1999 • Bsquare Corp /Wa • Washington
BSQUARE CORPORATION Common Stock (no par value) At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • April 2nd, 2021 • Bsquare Corp /Wa • Services-business services, nec • New York
EXHIBIT 99.2 JOINT FILING AGREEMENTJoint Filing Agreement • November 21st, 2019 • Bsquare Corp /Wa • Services-business services, nec
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party.
EXHIBIT 10.19 110 ATRIUM PLACE BELLEVUE, WASHINGTON OFFICE LEASE AGREEMENTOffice Lease Agreement • March 30th, 2004 • Bsquare Corp /Wa • Services-business services, nec
JOINT FILING AGREEMENT August 28, 2020Joint Filing Agreement • August 28th, 2020 • Bsquare Corp /Wa • Services-business services, nec
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party.
ADDENDUM TO DELPHI OFFICE BUILDING LEASE AGREEMENTLease Agreement • August 17th, 1999 • Bsquare Corp /Wa • Washington
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 21st, 2017 • Bsquare Corp /Wa • Services-business services, nec • Washington
This Indemnification Agreement (“Agreement”), dated as of ____________________, is by and between BSQUARE Corporation, a Washington corporation, (the “Company”) and _________________ (“Indemnitee”).
RECITALSIndemnification Agreement • August 17th, 1999 • Bsquare Corp /Wa • Washington
STOCK PURCHASE AND SHAREHOLDERS AGREEMENTStock Purchase and Shareholders Agreement • August 17th, 1999 • Bsquare Corp /Wa • Washington
2 OFFICE LEASE AGREEMENT BETWEEN Seattle Office Associates, LLC LANDLORD and bsquare consulting, inc. TENANTLease Addendum • August 17th, 1999 • Bsquare Corp /Wa • Washington
ContractNon-Qualified Stock Option Agreement • August 9th, 2012 • Bsquare Corp /Wa • Services-business services, nec • Washington
THIS OPTION AGREEMENT MAY NOT BE TRANSFERRED EXCEPT BY WILL OR UNDER THE LAWS OF DESCENT AND DISTRIBUTION OR PURSUANT TO A QUALIFIED DOMESTIC RELATIONS ORDER.
AMENDMENT NO. 1 TO THE MASTER DEVELOPMENT & LICENSE AGREEMENT BETWEEN BSQUARE CORPORATION AND MICROSOFT CORPORATIONMaster Development & License Agreement • November 9th, 2001 • Bsquare Corp /Wa • Services-business services, nec
AGREEMENT AND PLAN OF MERGER by and among Bsquare Corporation, a Washington corporation, Kontron America, Incorporated, a Delaware corporation, and Kontron Merger Sub., Inc., a Delaware corporation Dated as of October 11, 2023Merger Agreement • October 11th, 2023 • Bsquare Corp /Wa • Services-business services, nec • Washington
This AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of October 11, 2023 by and among Kontron America, Incorporated, a Delaware corporation (“Parent”), Kontron Merger Sub., Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and Bsquare Corporation, a Washington corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
Scott Caldwell Dear Scott,Employment Agreement • May 15th, 2014 • Bsquare Corp /Wa • Services-business services, nec
BSQUARE Corporation (the “Company”) is pleased to offer you revised terms of employment as the Company’s Vice President of Worldwide OEM Sales effective as of February 21, 2014 (the “Effective Date”). As of the Effective Date this letter agreement supersedes in full the prior agreements between you and the Company regarding your employment or compensation (excluding, for clarity, any agreement regarding proprietary rights or confidentiality).
EXHIBIT 10.18 DISTRIBUTOR Name: BSQUARE CORPORATION MS Agreement Number: * Effective Date: OCTOBER 1, 2005 Expiration Date: SEPTEMBER 30, 2006 Distributor's MS ID Number: * Territory: * MICROSOFT OEM DISTRIBUTION AGREEMENT FOR SOFTWARE PRODUCTS FOR...Oem Distribution Agreement • November 8th, 2005 • Bsquare Corp /Wa • Services-business services, nec • New York
August 31, 2016 Dear Wagstaff Bellevue, WA 98004 Dear Dave:Employment Agreement • August 13th, 2018 • Bsquare Corp /Wa • Services-business services, nec
Bsquare is pleased to confirm and memorialize the revised terms of your employment as the company's Chief Technical Officer. This letter agreement supersedes all previous employment letter agreements between you and the company.
RECITALSRent Deferral Agreement • March 30th, 2004 • Bsquare Corp /Wa • Services-business services, nec
BSQUARE CORPORATION PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • September 9th, 2021 • Bsquare Corp /Wa • Services-business services, nec
This Performance Stock Unit Agreement (the “Agreement”) is made as of [●] by and between BSQUARE CORPORATION, a Washington corporation (the “Company”), and [●] (the “Participant”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 6th, 2009 • Bsquare Corp /Wa • Services-business services, nec • Washington
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of this 18th day of November, 2008, by and between BSQUARE Corporation, a Washington corporation (“Buyer”), and TestQuest, Inc., a Delaware corporation (“Seller”). Buyer and Seller are sometimes each referred to as a “Party” and collectively referred to herein as the “Parties.”
RECITALSOffice Lease Agreement • March 30th, 2004 • Bsquare Corp /Wa • Services-business services, nec
MICROSOFT OEM DISTRIBUTION AGREEMENT FOR SOFTWARE PRODUCTS FOR EMBEDDED SYSTEMSMicrosoft Oem Distribution Agreement for Software Products for Embedded Systems • August 14th, 2014 • Bsquare Corp /Wa • Services-business services, nec
Microsoft Licensing, GP (“MS”), and the undersigned company (“Company”) agree to be bound by the terms of this MICROSOFT OEM DISTRIBUTION AGREEMENT FOR SOFTWARE PRODUCTS FOR EMBEDDED SYSTEMS (“Agreement”) effective as of the date above (“Start Date”).This Agreement includes all Schedules attached hereunder and the associated Distributor ALPs.
BSQUARE CORPORATION RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • September 9th, 2021 • Bsquare Corp /Wa • Services-business services, nec
This Restricted Stock Unit Agreement (the “Agreement”) is made as of [●] by and between BSQUARE CORPORATION, a Washington corporation (the “Company”), and [●] (the “Participant”).
August 7, 2013 Scott Mahan Senior Vice President, Operations and CFO Dear Scott:Employment Agreement • November 12th, 2013 • Bsquare Corp /Wa • Services-business services, nec
This letter is to notify you that the Board of Directors has approved a change to the severance component of your employment agreement with the company. Previously, your agreement stated: “If BSQUARE Corporation gives you at least a full month’s advance notice of termination, however, the severance payments shall be reduced by one month’s salary for each full month of advance termination notice given”.
LEASE CANCELLATION, TERMINATION, AND RELEASE AGREEMENT ("AGREEMENT")Lease Cancellation, Termination, and Release Agreement • August 14th, 2003 • Bsquare Corp /Wa • Services-business services, nec • California
