THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF SEPTEMBER 20, 2005,...GPS Industries, Inc. • September 26th, 2005 • Communications equipment, nec • New York
EXHIBIT 4.4 PLEDGE AGREEMENTPledge Agreement • October 4th, 2000 • Inforetech Wireless Technology Inc • Services-services, nec • New York
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement dated as of August 4, 2000 (this "Agreement") by and between Inforetech Wireless Technology Inc., a Nevada corporation, with principal executive offices located at Suite 214, 5500...Registration Rights Agreement • October 4th, 2000 • Inforetech Wireless Technology Inc • Services-services, nec • New York
STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this "Agreement"), dated as of November 19, 2004, is made by and among OPTIMAL GOLF SOLUTIONS, INC. a Texas corporation (the "Company"), and DARRYL CORNISH ("Cornish"), CHARLES HUSTON ("Huston"),...Stock Purchase Agreement • November 26th, 2004 • GPS Industries, Inc. • Communications equipment, nec • Texas
SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement"), dated as of September 20, 2005, by and among GPS Industries, Inc., a Nevada corporation ("Company"), and the secured parties signatory hereto and their respective endorsees, transferees and...Security Agreement • September 26th, 2005 • GPS Industries, Inc. • Communications equipment, nec • New York
EXHIBIT 4.6 REGISTRATION RIGHTS AGREEMENT This is a Registration Rights Agreement made as of the 5th day of July, 2000, by and between inFOREtech Wireless Technology Inc., a Nevada company (the "Company") and all Abacus Capital L.L.C. ("Abacus"), TMR...Registration Rights Agreement • October 4th, 2000 • Inforetech Wireless Technology Inc • Services-services, nec • Washington
1. The authorized capital stock of the Company consists of (i) 100,000,000 shares of Common Stock, of which 10,989,522 shares are issued and outstanding as of the date hereof and (ii) 10,000,000 shares of Class B Special Voting Non- Equity Common...Securities Purchase Agreement • October 4th, 2000 • Inforetech Wireless Technology Inc • Services-services, nec • New York
RECITALS:Agreement and Plan of Merger • January 29th, 2001 • Inforetech Wireless Technology Inc • Services-services, nec • California
WARRANT TO PURCHASE COMMON STOCK OF inFOREtech Wireless Technologies Inc.Inforetech Wireless Technology Inc • October 4th, 2000 • Services-services, nec • Nevada
INTELLECTUAL PROPERTY SECURITY AGREEMENT INTELLECTUAL PROPERTY SECURITY AGREEMENT (this "Agreement" dated as of September 20, 2005, by and among GPS Industries, Inc., a Nevada corporation (the "Company"), and the secured parties signatory hereto and...Intellectual Property Security Agreement • September 26th, 2005 • GPS Industries, Inc. • Communications equipment, nec • New York
CREDIT AGREEMENT THIS CREDIT AGREEMENT (the "Agreement") is made and entered into as of December 3, 2004, by and between GPS Industries, Inc., a Nevada corporation ("Borrower"), and Great White Shark Enterprises, Inc. and/or its assignee ("the...Credit Agreement • December 9th, 2004 • GPS Industries, Inc. • Communications equipment, nec • California
RECITALSRegistration Rights Agreement • October 4th, 2000 • Inforetech Wireless Technology Inc • Services-services, nec • Delaware
AGREEMENTAgreement • June 27th, 2001 • Inforetech Wireless Technology Inc • Services-services, nec
GUARANTY AND PLEDGE AGREEMENT GUARANTY AND PLEDGE AGREEMENT (this "Agreement"), dated as of September 20, 2005, among GPS Industries, Inc., a Nevada corporation (the "Company"), Robert Silzer (the "Pledgor"), and the pledgees signatory hereto and...Guaranty and Pledge Agreement • September 26th, 2005 • GPS Industries, Inc. • Communications equipment, nec • New York
EXHIBIT 10.1 Second Amendment to Stock Purchase Agreement This Second Amendment to Stock Purchase Agreement is entered into as of December 8, 2006 (the "Effective Date") by and among Optimal Golf Solutions, Inc. a Texas corporation (the "Company");...Stock Purchase Agreement • December 15th, 2006 • GPS Industries, Inc. • Communications equipment, nec
RECITALSAgreement • November 19th, 2001 • Inforetech Wireless Technology Inc • Communications equipment, nec • California
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of September 20, 2005, by and among GPS Industries Inc., a Nevada corporation with its headquarters located at Suite 214, 5500- 152nd Street, Surrey, British...Registration Rights Agreement • September 26th, 2005 • GPS Industries, Inc. • Communications equipment, nec • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 8th, 2007 • GPS Industries, Inc. • Communications equipment, nec • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 29th day of December 2006, by and among GPS Industries, Inc., a Nevada corporation (the “Company”), and the persons set forth on the signature pages hereto (“Investors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 17th, 2006 • GPS Industries, Inc. • Communications equipment, nec • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the ____ day of_________, 200_, by and among GPS Industries, Inc., a Nevada corporation (the “Company”), and the persons set forth on the signature pages hereto (“Investors”).
EMPLOYMENT AGREEMENT is entered into as of the 19th day of December,2006. BETWEEN: GPS INDUSTRIES, INC., a Nevada company, having an office and place of business at Suite 214 - 5500 152nd Street, Surrey, B.C., V3S 8E7 (Hereinafter called the "Company")Employment Agreement • April 17th, 2007 • GPS Industries, Inc. • Communications equipment, nec • British Columbia
SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of September 20, 2005, by and among GPS Industries, Inc., a Nevada corporation, with headquarters located at Suite 214, 5500-152nd Street, Surrey, British...Securities Purchase Agreement • September 26th, 2005 • GPS Industries, Inc. • Communications equipment, nec • New York
ASSET PURCHASE AGREEMENT BY AND BETWEEN GPS INDUSTRIES, INC. AND UPLINK CORPORATION DATED: as of August 31, 2007Asset Purchase Agreement • January 25th, 2008 • GPS Industries, Inc. • Communications equipment, nec • Texas
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of August 31, 2007 (the “Agreement Date”), is by and among GPS INDUSTRIES, INC., a Nevada corporation (“Buyer”), on the one hand, and UPLINK CORPORATION, a Texas corporation (“Seller”), on the other hand.
EMPLOYMENT AGREEMENTEmployment Agreement • October 23rd, 2007 • GPS Industries, Inc. • Communications equipment, nec • England
This EMPLOYMENT AGREEMENT dated as of June 1, 2007 is entered into by and between Golf Academies Limited (the “Company”), and John Benjamin Edward Porter the undersigned individual (“Executive”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 6th, 2008 • GPS Industries, Inc. • Communications equipment, nec • Nevada
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation (“Bank”), and GPS INDUSTRIES, INC., a Nevada corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 14th, 2007 • GPS Industries, Inc. • Communications equipment, nec • New York
In the event that the Company fails to observe or perform any covenant or agreement to be observed or performed under this Agreement, any Buyer may proceed to protect and enforce its rights by suit in equity or action at law, whether for specific performance of any term contained in this Agreement or for an injunction against the breach of any such term or in aid of the exercise of any power granted in this Agreement or to enforce any other legal or equitable right, or to take any one or more of such actions, without being required to post a bond. None of the rights, powers or remedies conferred under this Agreement shall be mutually exclusive, and each such right, power or remedy shall be cumulative and in addition to any other right, power or remedy, whether conferred by this Agreement or now or hereafter available at law, in equity, by statute or otherwise.
ARTICLE 1 DEFINITIONSInforetech Wireless Technology Inc • October 4th, 2000 • Services-services, nec • New York
THIS SHARE EXCHANGE AND FINANCE AGREEMENT is made the 16th day of December, 1999, AMONG: INFORETECH GOLF TECHNOLOGY 2000 INC., a British Columbia non- reporting company having an office and place of business at Suite 214, 5500 - 152nd Street, Surrey,...Share Exchange and Finance Agreement • February 16th, 2000 • Inforetech Wireless Technology Inc • Services-services, nec • British Columbia
Exhibit 6.1 AGREEMENT TO TRANSFER ASSETS Revised September 21, 2001 An agreement, dated as of the 21st day of September, 2001, for the orderly transfer of all assets of ProShot Golf, Inc. ("ProShot") and other related matters is hereby entered into...Inforetech Wireless Technology Inc • November 19th, 2001 • Communications equipment, nec • California
PROMISSORY NOTEGPS Industries, Inc. • May 14th, 2007 • Communications equipment, nec
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER ANY STATE SECURITIES LAW AND MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW OR AN EXEMPTION FROM SUCH REGISTRATION.
PATENT LICENSE AGREEMENTPatent License Agreement • April 15th, 2009 • GPS Industries, Inc. • Communications equipment, nec • Florida
THIS PATENT LICENSE AGREEMENT (this "Agreement") is effective as of 12 January 2009 (the "Effective Date"), by GPS Industries, Inc., a Nevada corporation having its principal place of business in Sarasota, Florida ("GPSI") and GolfView Investors, LLC, a Florida limited liability company with its principal place of business in Sarasota, Florida ("GolfView ").
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 23rd, 2007 • GPS Industries, Inc. • Communications equipment, nec • Nevada
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 25th, 2008 • GPS Industries, Inc. • Communications equipment, nec
This Amendment to Asset Purchase Agreement (the “Amendment”) by and between GPS INDUSTRIES, INC. a Nevada corporation (“Buyer”) and UPLINK CORPORATION, a Texas corporation (“Seller”) is made and entered into as of January 18, 2008 with reference to the following:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 25th, 2008 • GPS Industries, Inc. • Communications equipment, nec • Nevada
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 18th day of January 2008, by and between GPS Industries, Inc., a Nevada corporation (the “Company”), and Uplink Corporation, a Texas corporation (“Uplink,” together with the Company, the “Parties”).
REPLACEMENT PATENT LICENSE AGREEMENTReplacement Patent License Agreement • April 15th, 2009 • GPS Industries, Inc. • Communications equipment, nec • Delaware
This Replacement License Agreement ("Agreement") is entered into as of the 31st day of December, 2008 (the "Effective Date"), by GPS Industries, Inc., a Nevada corporation having its principal place of business in Sarasota, Florida ("GPSI"), Optimal Golf Solutions, Inc. (“OGSI”), a wholly-owned subsidiary of GPSI and Optimal I.P. Holdings, L.P., a Texas limited partnership having its principal place of business at 8017 Davis Mountain Pass, Austin, Texas 78720 ("Optimal").
Exhibit 4.10 SUBSCRIPTION AGREEMENT AND RESIDENCY DECLARATION INFORETECH WIRELESS TECHNOLOGY INC. ("inFOREtech") Re: Subscription Agreement for Common Shares Gentlemen: I, Terry Matthews, hereby subscribe for and agree to purchase 222,223 shares of...Subscription Agreement and Residency Declaration • October 4th, 2000 • Inforetech Wireless Technology Inc • Services-services, nec • Nevada
