EXHIBIT 10.1 SECURITY DEVICES INTERNATIONAL, INC. ROYALTY AGREEMENTRoyalty Agreement • March 16th, 2006 • Security Devices International Inc. • Ontario
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 12th, 2021 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
INDEMNIFICATION AGREEMENT, dated effective as of , 2021 (this “Agreement”), by and between Byrna Technologies, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in Article 1.
2,500,000 Shares* BYRNA TECHNOLOGIES INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 22nd, 2021 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
Byrna Technologies Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell an aggregate of 2,500,000 shares (the “Firm Shares”) of its common stock, par value $0.001 per share (the “Common Stock”), to the several Underwriters named in Schedule I (the “Underwriters”) to this agreement (the “Agreement”), for whom Raymond James & Associates, Inc. (“Raymond James”) is acting as the representative (the “Representative”). In addition, the Company has agreed to sell to the Underwriters an option (the “Option”) to purchase up to an additional 375,000 shares of Common Stock (the “Additional Shares”) on the terms and condition stated herein. The Firm Shares and the Additional Shares are collectively referred to in this Agreement as the “Shares.”
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 21st, 2021 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Asset Purchase Agreement (this “Agreement”) is dated as of May 12, 2021, by and among KORE OUTDOOR (US) INC., a Delaware corporation (“Seller”), KORE OUTDOOR INC., a Canadian corporation (“Parent”), and BYRNA TECHNOLOGIES INC., a Delaware corporation (“Buyer”). Each of Seller, Parent, and Buyer are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 28th, 2018 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of November ____, 2017 (the “Effective Date”) between Security Devices International Inc., a Delaware corporation (the “Company”), and the persons who have executed the signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”).
Employment AgreementEmployment Agreement • September 14th, 2020 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This Employment Agreement (the “Agreement”) is made and entered into as of August 31, 2020, by and between Bryan Ganz (the “Executive”) and Byrna Technologies, Inc. (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 23rd, 2019 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 22, 2019, is made by and among Security Devices International Inc., a corporation organized under the laws of the State of Delaware (the “Company”), each of the purchasers (individually, a “Purchaser” and collectively the “Purchasers”) set forth on the execution pages hereof (each, an “Execution Page” and collectively the “Execution Pages”), and Northeast Industrial Partners, LLC, as collateral agent pursuant to Section 8 (the “Collateral Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 13th, 2016 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of December 7, 2016, is made by and among Security Devices International Inc., a corporation organized under the laws of the State of Delaware (the "Company"), each of the purchasers (individually, a "Purchaser" and collectively the "Purchasers") set forth on the execution pages hereof (each, an "Execution Page" and collectively the "Execution Pages"), and Northeast Industrial Partners, LLC, as collateral agent pursuant to Section 8 (the "Collateral Agent").
AGENCY AGREEMENTAgency Agreement • May 9th, 2013 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • British Columbia
NOW THEREFORE THIS AGREEMENT WITNESSES that for good and valuable consideration, the receipt and sufficiency of which each party acknowledges, the parties agree as follows:
FORM 5D ESCROW AGREEMENT (Select: VALUE SECURITY/SURPLUS SECURITY)Escrow Agreement • April 12th, 2013 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies
This Agreement is being entered into by the Parties under Exchange Policy 5.4 - Escrow, Vendor Consideration and Resale Restrictions (the Policy) in connection with a [Reverse Takeover, Change of Business, Qualifying Transaction, or other transaction (please describe)]. The Issuer is a [Tier 1/Tier 2 Issuer] as described in Policy 2.1 - Initial Listing Requirements.
UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE •, 2013. SECURITY DEVICES INTERNATIONAL INC. CONVERTIBLE DEBENTUREConvertible Debenture • March 8th, 2013 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • Ontario
This Debenture may only be transferred upon compliance with the conditions prescribed in the Terms and Conditions on the register kept at the principal office of the Company Washington, D.C., and upon compliance with such reasonable requirements as the Company may prescribe (including evidence satisfactory to the Company that the transfer complies with all applicable laws).
FIRST OMNIBUS LOAN MODIFICATION AGREEMENTLoan Modification Agreement • July 9th, 2021 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This FIRST OMNIBUS LOAN MODIFICATION AGREEMENT (this “Agreement”) is dated and made effective as of the 6th day of July, 2021 (the “Effective Date”), by and between BYRNA TECHNOLOGIES, INC., a Delaware corporation with its principal place of business located at 100 Burtt Road, Suite 115, Andover, Massachusetts 01810 (“Borrower”) and NEEDHAM BANK, a Massachusetts co-operative bank with its principal place of business located at 1063 Great Plain Avenue, Needham, Massachusetts 02492 (“Lender”).
STOCK PURCHASE AGREEMENT by and among BYRNA TECHNOLOGIES INC., as Buyer ROBORO INDUSTRIES PTY LTD., as the Company THE STOCKHOLDERS OF THE COMPANY NAMED HEREIN, as the Sellers and JOSH LOOCK As the Seller Representative Dated as of May 5, 2020Stock Purchase Agreement • May 18th, 2020 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This STOCK PURCHASE AGREEMENT (this "Agreement"), is made and entered into effective as of May 5, 2020, by and among (i) Byrna Technologies Inc., a Delaware corporation ("Buyer"), (ii) Roboro Industries Pty Ltd., a South African private company (the "Company"), (iii) the stockholders of the Company set forth on Annex I hereto (collectively, the "Sellers", and together with the Company, the "Seller Parties"), and (iv) Josh Loock, in the capacity of the representative of the Sellers (the "Seller Representative") in accordance with this Agreement.
CONSULTING AGREEMENT BYRNA TECHNOLOGIES, INC. Effective Date: July 16, 2024Consulting Agreement • June 24th, 2024 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This Consulting Agreement (the “Agreement”) is made as of the Effective Date set forth above by and between Byrna Technologies, Inc. (the “Company”), a Delaware corporation (“Client” or “Company”) and the consultant named on the signature page hereto (“Consultant”). The Company and Consultant are each referred to herein individually as a “Party” and together as the “Parties.”
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 25th, 2022 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Michigan
This ASSET PURCHASE AGREEMENT (the “Agreement”), effective as of May 25, 2022 (the “Closing Date”), by and between FOX LABS INTERNATIONAL, INC. (“Fox Labs”), a Michigan corporation, together with any Affiliates (as defined herein), are collectively, “Seller”), and BYRNA TECHNOLOGIES INC., a Delaware corporation (“Buyer”). Seller and Buyer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
SEPARATION AGREEMENT AND GENERAL RELEASE (“Agreement”)Separation Agreement • March 9th, 2022 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
EXHIBIT 10.1Consulting and Professional Services Agreement • October 15th, 2010 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • Ontario
SECURED EQUIPMENT TERM NOTESecured Equipment Term Note • January 25th, 2021 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies
FOR VALUE RECEIVED, Borrower, on a joint and several basis, promises to pay to NEEDHAM BANK (hereinafter “Lender,” which term shall include its successors and permitted assigns), or its order, the Principal Amount of ___________________________ AND ___/100 DOLLARS ($____________________), or such lesser amount as may be outstanding hereunder, together with accrued interest thereon or on so much as remains outstanding at the effective Interest Rate herein specified. This Note is executed and delivered pursuant to the terms and conditions of that certain Commercial Loan and Security Agreement dated as of January 19, 2021 entered into between Borrower and Lender (the "Loan Agreement" which term shall include all modifications, extensions, renewals and replacements thereof).
EMPLOYMENT AGREEMENTEmployment Agreement • September 18th, 2023 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This Employment Agreement, effective as of September 1, 2023 (this “Agreement”), is made and entered into by and between Byrna Technologies Inc. (“Company”) and Bryan Ganz (“Executive”). Terms used herein and not otherwise defined shall have the meanings set forth in Section 10.
SECURITY DEVICES INTERNATIONAL INC. SUBSCRIPTION AGREEMENT SUBSCRIBER NAME: _________________________________Subscription Agreement • March 28th, 2018 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Form will remain on file with the Exchange and must be completed if required under section 4(b) of Part II of Form 4B. The corporation, trust, portfolio manager or other entity (the “Placee”) need only file it on one time basis, and it will be referenced for all subsequent Private Placements in which it participates. If any of the information provided in this Form changes, the Placee must notify the Exchange prior to participating in further placements with Exchange listed Issuers. If as a result of the Private Placement, the Placee becomes an Insider of the Issuer, Insiders of the Placee are reminded that they must file a Personal Information Form (2A) or, if applicable, Declarations, with the Exchange.
as the Trustee TRUST INDENTURETrust Indenture • December 13th, 2016 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • Ontario
BYRNA TECHNOLOGIES, INC. 2020 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AWARD AGREEMENTIncentive Stock Option Award Agreement • June 1st, 2021 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Incentive Stock Option Award Agreement (this “Agreement”) is made and entered into as of [DATE] by and between Byrna Technologies, Inc., a Delaware corporation (the “Company”) and [EMPLOYEE NAME] (the “Participant”).
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASEConfidential Separation Agreement and General Release • June 24th, 2024 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This Confidential Separation Agreement and General Release (the “Agreement”) is made, as of the Effective Date (as defined herein), by and between DAVID NORTH and BYRNA TECHNOLOGIES, INC. (the “Company”). For the purpose of this Agreement, your final date of employment with the Company shall be July 15, 2024 (the “Separation Date”).
SECURITY AGREEMENTCommercial Loan and Security Agreement • January 25th, 2021 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This COMMERCIAL LOAN AND SECURITY AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is made this 19th day of January 2021 (the “Effective Date”) by and between BYRNA TECHNOLOGIES INC., a Delaware corporation having its principal office location located at 100 Burtt Road, Andover, Massachusetts 01810 (“Borrower”), and NEEDHAM BANK, a Massachusetts co-operative bank having an address of 1063 Great Plain Avenue, Needham, Massachusetts 02492 (“Lender”).
EXHIBIT 10.2 AGREEMENT REGARDING COMPENSATION It is agreed that the following persons will serve without compensation until the Company has accumulated gross revenues of $500,000Agreement Regarding Compensation • March 16th, 2006 • Security Devices International Inc.
It is agreed that the following persons will serve without compensation until the Company has accumulated gross revenues of $500,000
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • April 16th, 2018 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This Purchase and Sale Agreement (“Agreement”), effective as of April 13, 2018 (the “Effective Date”), is made and entered into by and between Security Devices International Inc., a Delaware corporation, having its principal place of business at 107 Audubon Road, Wakefield, Massachusetts 01880 (“the Company”) and Andre Buys of South Africa (“AB”). The Company and AB may hereinafter be referred to collectively as the “Parties” and individually as a “Party” when convenient.
DEVELOPMENT, SUPPLY AND MANUFACTURING AGREEMENTDevelopment, Supply and Manufacturing Agreement • April 12th, 2013 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
This Agreement, with an effective date upon endorsement by both parties, is entered into between Security Devices International, Inc., a Delaware corporation with an address of 1101 Pennsylvania Ave NW, 6th Floor, Washington, DC 20004 ("SDI") and Micron Products, Inc., a Massachusetts corporation with an address of 25 Sawyer Passway, Fitchburg, MA 01420 ("Micron"). SDI and Micron are sometimes referred to collectively as the "parties" and individually as a "party".
BYRNA TECHNOLOGIES, INC. 2020 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AWARD AGREEMENTNonqualified Stock Option Award Agreement • June 1st, 2021 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Nonqualified Stock Option Award Agreement (this “Agreement”) is made and entered into as of [DATE] by and between Byrna Technologies, Inc., a Delaware corporation (the “Company”) and [EMPLOYEE/CONSULTANT/NON-EMPLOYEE DIRECTOR NAME] (the “Participant”).
PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONSPurchase Agreement • December 3rd, 2020 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
THIS PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS made November 27, 2020 (this “Agreement”) is entered into by and between Janes Source Properties LLC, a Nevada limited liability company (hereinafter “Seller”) and Byrna Technologies Inc., a Massachusetts corporation, and/or affiliated assignee (hereinafter “Purchaser”). This Agreement constitutes both an Agreement between Purchaser and Seller and joint escrow instructions to Fidelity National Title Group (“Escrow Agent”), with respect to the transaction contemplated hereby. The Seller and Purchaser are collectively referred to as the "Parties" and individually as a "Party."
SECURITY DEVICES INTERNATIONAL INC. FIRST AMENDMENT TO COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • October 23rd, 2018 • Security Devices International Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This First Amendment to Common Stock Purchase Warrant (this “Amendment”) is made as of the [•] day of October, 2018, by and between Security Devices International Inc., a Delaware corporation (the “Company”), and [•], the holder of Common Stock Purchase Warrant No. [•] (the “Warrant”) issued by the Company on November 28, 2017 (the “Holder”).
SECURED REVOLVING LINE OF CREDIT NOTESecured Revolving Line of Credit Note • January 25th, 2021 • Byrna Technologies Inc. • Miscellaneous electrical machinery, equipment & supplies
FOR VALUE RECEIVED, the undersigned, BYRNA TECHNOLOGIES INC., a Delaware corporation (the "Borrower"), promises to pay to NEEDHAM BANK, a Massachusetts co-operative bank (the "Lender"), or its order, at the office of the Lender located at 1063 Great Plain Avenue, Needham, Massachusetts 02492, or such other place as the Lender shall designate, the maximum principal sum of FIVE MILLION and 00/100 DOLLARS ($5,000,000.00) (or if less, the aggregate unpaid principal amount of all loans or advances made by the Lender to the Borrower pursuant to this Secured Revolving Line of Credit Note (as it may be amended, restated, supplemented or otherwise modified from time to time, this "Note") and that certain Commercial Loan and Security Agreement of even date hereof entered into by and between the Lender and the Borrower (as the same may be amended, restated, supplemented or otherwise modified from time to time, the "Loan Agreement")), together with interest on the unpaid principal balance hereof a
