BACKGROUNDAsset Purchase Agreement • November 15th, 2002 • Integral Vision Inc • Industrial instruments for measurement, display, and control • Michigan
ARTICLE I DEFINITIONSSecurities Purchase Agreement • April 14th, 2005 • Integral Vision Inc • Industrial instruments for measurement, display, and control • New York
SECOND AMENDED AND RESTATED REVOLVING NOTERevolving Note • November 9th, 1995 • Medar Inc • Electrical industrial apparatus • Michigan
1 EXHIBIT 10.24 PATENT LICENSE AGREEMENT THIS AGREEMENT, made and entered into as of the 4th day of October, 1995 (the "Effective Date") between SQUARE D COMPANY, a Delaware corporation (hereinafter "SQUARE D"), and MEDAR, INC., a Michigan corporation...Patent License Agreement • November 9th, 1995 • Medar Inc • Electrical industrial apparatus • Delaware
BACKGROUNDAsset Purchase Agreement • November 14th, 2001 • Integral Vision Inc • Industrial instruments for measurement, display, and control • Michigan
3,000,000 February 27, 1997 Due: December 30, 1997 Detroit, Michigan FOR VALUE RECEIVED, the undersigned, MEDAR, INC. ("Medar") and INTEGRAL VISION, LTD. ("Integral"), jointly and severally (collectively, "Borrowers"), hereby promise to pay to the...Loan Agreement • March 31st, 1997 • Medar Inc • Industrial instruments for measurement, display, and control
EXHIBIT 10.40 NINTH AMENDMENT TO REVOLVING CREDIT AND LOAN AGREEMENTRevolving Credit and Loan Agreement • March 30th, 1998 • Medar Inc • Industrial instruments for measurement, display, and control
RECITALSAmendment and Forbearance Agreement • March 31st, 1999 • Medar Inc • Industrial instruments for measurement, display, and control • Michigan
a) Such debt shall be exchanged for Class 3 Notes due July 3, 2006 and convertible into common stock of the Company at the rate of $0.75 per share. (b) Such debt shall be exchanged for unsecured notes due July 1, 2005, with interest at prime plus .5%,...Note and Warrant Purchase Agreement • March 26th, 2004 • Integral Vision Inc • Industrial instruments for measurement, display, and control • Michigan
THIRD AMENDED NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • November 14th, 2003 • Integral Vision Inc • Industrial instruments for measurement, display, and control • Michigan
RECITALS:Mortgage • March 31st, 1999 • Medar Inc • Industrial instruments for measurement, display, and control
1,500,000 February 27, 1997 Due: March 31, 1997 Detroit, Michigan FOR VALUE RECEIVED, the undersigned, MEDAR, INC. ("Medar") and INTEGRAL VISION, LTD. ("Integral"), jointly and severally (collectively, "Borrowers"), hereby promise to pay to the order...Bridge Loan Note • March 31st, 1997 • Medar Inc • Industrial instruments for measurement, display, and control
1 MEDAR, INC. INTEGRAL VISION LTD.Revolving Credit and Loan Agreement • November 16th, 1998 • Medar Inc • Industrial instruments for measurement, display, and control • Michigan
1 Exhibit 4.5 NOTE AND WARRANT PURCHASE AGREEMENT NOTE AND WARRANT PURCHASE AGREEMENT, dated effective as of the date noted by their signature as to each Purchaser, by and among Integral Vision, Inc., a Michigan corporation (the "Company"), those...Note and Warrant Purchase Agreement • August 14th, 2001 • Integral Vision Inc • Industrial instruments for measurement, display, and control • Michigan
No. Date: December , 1998 ------------- -- PROMISE TO PAY. For value received, the undersigned (the "Borrower") promises to pay to NBD BANK (the "Bank"), or order, at any office of the Bank in the State of Michigan, the sum of EIGHTY- NINE THOUSAND...Installment Business Loan Note • March 31st, 1999 • Medar Inc • Industrial instruments for measurement, display, and control
CONSENT TO MODIFICATIONSFourth Amended Note and Warrant Purchase Agreement • August 14th, 2007 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Modifications, dated August 13, 2007 is given and agreed to by the “Purchasers” under the Fourth Amended Note and Warrant Purchase Agreement by and among the Purchasers, Integral Vision, Inc., a Michigan corporation (the "Company"), and J. M. Warren Law Office P. C., as Agent.
MEDAR, INC. 12.95% Senior Subordinated Secured Note Due June 30, 2005Senior Subordinated Secured Note • July 29th, 1997 • Medar Inc • Industrial instruments for measurement, display, and control • New York
No. Date: December , 1998 ------------------- ---- PROMISE TO PAY. For value received, the undersigned (collectively, the "Borrower") promises to pay ON DEMAND TO NBD BANK (the "Bank"), or order, at any office of the Bank in the State of Michigan, the...Master Demand Business Loan Note • March 31st, 1999 • Medar Inc • Industrial instruments for measurement, display, and control
LEASE AGREEMENTLease Agreement • October 25th, 2005 • Integral Vision Inc • Industrial instruments for measurement, display, and control • Michigan
THIS LEASE made this 19th day of October, 2005 by and between Pocono Development Company L.L.C., a Michigan Limited Liability Corporation, whose address is, 100 West Long Lake Road, Suite 120, Bloomfield Hills, MI 48304the Lessor, hereinafter designated as the Landlord, and Integral Vision, Inc., a Michigan Corporation, whose address is 38700 Grand River Avenue, Farmington Hills, Mi 48335 the Lessee, hereinafter designated as the Tenant.
RECITALS:Mortgage • March 31st, 1999 • Medar Inc • Industrial instruments for measurement, display, and control
CONSENT TO MODIFICATIONSFifth Amended and Restated Note and Warrant Purchase Agreement • September 22nd, 2011 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Modifications, dated June 18, 2010, is given and agreed to by the “Purchasers” under the Fifth Amended and Restated Note and Warrant Purchase Agreement by and among the Purchasers, Integral Vision, Inc., a Michigan corporation (the "Company"), and J. M. Warren Law Offices, P.C., as Agent.
CONSENT TO MODIFICATIONSFifth Amended and Restated Note and Warrant Purchase Agreement • November 16th, 2009 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Modifications, dated September 16, 2009, is given and agreed to by the “Purchasers” under the Fifth Amended and Restated Note and Warrant Purchase Agreement by and among the Purchasers, Integral Vision, Inc., a Michigan corporation (the "Company"), and J. M. Warren Law Offices, P.C., as Agent.
CONSENT TO MODIFICATIONSFifth Amended and Restated Note and Warrant Purchase Agreement • September 22nd, 2011 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Modifications, dated June 10, 2009, is given and agreed to by the “Purchasers” under the Fifth Amended and Restated Note and Warrant Purchase Agreement by and among the Purchasers, Integral Vision, Inc., a Michigan corporation (the "Company"), and J. M. Warren Law Offices, P.C., as Agent.
CONSENT TO MODIFICATIONSFourth Amended Note and Warrant Purchase Agreement • March 31st, 2008 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Modifications, dated January 18, 2008 is given and agreed to by the “Purchasers” under the Fourth Amended Note and Warrant Purchase Agreement by and among the Purchasers, Integral Vision, Inc., a Michigan corporation (the “Company”), and J.M. Warren Law Offices P.C., as Agent.
EXHIBIT 10.33 POST CLOSING ADJUSTMENT AND SETTLEMENT AGREEMENT This Agreement, effective the 29th of December, 1999, is between Weltronic/Technitron, Inc., a Delaware corporation and Medar, Inc., a Michigan corporation, on the one hand, and Integral...Post Closing Adjustment and Settlement Agreement • March 29th, 2000 • Integral Vision Inc • Industrial instruments for measurement, display, and control
AMENDMENT AGREEMENTAmendment Agreement • May 17th, 2010 • Integral Vision Inc • Industrial instruments for measurement, display, and control • New York
This Amendment Agreement, dated as of April __, 2010 (this “Agreement”), is by and between INTEGRAL VISION, INC., a Michigan corporation (the “Company”), and each person or entity that is named on Schedule A hereto. Each such person or entity, together with its successors and permitted assigns, is referred to herein as an “Investor”, and all such persons and entities, together with their respective successors and permitted assigns, are collectively referred to herein as the “Investors”.
CONSENT TO AMEND and REPLACE AGREEMENTSFourth Amended Note and Warrant Purchase Agreement • March 31st, 2008 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Amend and Replace Agreements, dated March 12, 2008, is given by a Purchaser under the Fourth Amended Note and Warrant Purchase Agreement (the “Current Agreement”) as by and among the Purchasers, Integral Vision, Inc., a Michigan corporation, (the “Company”) and J. M. Warren Law Offices, P.C., as Agent.
AMENDMENT AGREEMENTAmendment Agreement • September 22nd, 2011 • Integral Vision Inc • Industrial instruments for measurement, display, and control • New York
This Amendment Agreement, dated as of April 22, 2010 (this “Agreement”), is by and between INTEGRAL VISION, INC., a Michigan corporation (the “Company”), and each person or entity that is named on Schedule A hereto. Each such person or entity, together with its successors and permitted assigns, is referred to herein as an “Investor”, and all such persons and entities, together with their respective successors and permitted assigns, are collectively referred to herein as the “Investors”.
CONSENT TO MODIFICATIONSFifth Amended and Restated Note and Warrant Purchase Agreement • April 16th, 2012 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Modifications, dated December 5, 2011, is given and agreed to by the “Purchasers” under the Fifth Amended and Restated Note and Warrant Purchase Agreement by and among the Purchasers, Integral Vision, Inc., a Michigan corporation (the "Company"), and The Klonoff Company, Inc. as Agent.
CONSENT TO MODIFICATIONSFifth Amended and Restated Note and Warrant Purchase Agreement • September 22nd, 2011 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Modifications, dated April 19, 2010, is given and agreed to by the “Purchasers” under the Fifth Amended and Restated Note and Warrant Purchase Agreement by and among the Purchasers, Integral Vision, Inc., a Michigan corporation (the "Company"), and J. M. Warren Law Offices, P.C., as Agent.
GUARANTYGuaranty • March 31st, 1997 • Medar Inc • Industrial instruments for measurement, display, and control • Michigan
CONSENT TO MODIFICATIONSFifth Amended and Restated Note and Warrant Purchase Agreement • September 22nd, 2011 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Modifications, dated September 16, 2009, is given and agreed to by the “Purchasers” under the Fifth Amended and Restated Note and Warrant Purchase Agreement by and among the Purchasers, Integral Vision, Inc., a Michigan corporation (the "Company"), and J. M. Warren Law Offices, P.C., as Agent.
COLLATERAL ASSIGNMENT OF PROPRIETARY RIGHTS AND SECURITY AGREEMENTCollateral Assignment of Proprietary Rights and Security Agreement • March 31st, 2008 • Integral Vision Inc • Industrial instruments for measurement, display, and control • Michigan
THIS COLLATERAL ASSIGNMENT OF PROPRIETARY RIGHTS AND SECURITY AGREEMENT (“the Agreement”), dated as of March 29, 2001 as amended March 5, 2008, is made by Integral Vision, Inc., a Michigan corporation (the “Company”), in favor of J. M. Warren Law Offices, P.C., (the “Agent”) as agent for the present and future holders of the notes issued under the Note and Warrant Purchase Agreement and subsequent amendments and restatements thereto (“Noteholders”), dated effective as of the Closing Date as to each Noteholder (the “Purchase Agreement”), among the Company, the Agent and the Noteholders.
MORTGAGE THIS IS A FUTURE ADVANCE MORTGAGE ==================================== ============================================ THIS MORTGAGE is made as of October 31, 1995, between MEDAR, INC., a Michigan corporation, whose address is 38700 Grand River,...Mortgage • November 9th, 1995 • Medar Inc • Electrical industrial apparatus
CONSENT TO MODIFICATIONSFifth Amended and Restated Note and Warrant Purchase Agreement • November 16th, 2009 • Integral Vision Inc • Industrial instruments for measurement, display, and control
This Consent to Modifications, dated June 10, 2009, is given and agreed to by the “Purchasers” under the Fifth Amended and Restated Note and Warrant Purchase Agreement by and among the Purchasers, Integral Vision, Inc., a Michigan corporation (the "Company"), and J. M. Warren Law Offices, P.C., as Agent.
