COMMON STOCK PURCHASE WARRANT BRENDAN TECHNOLOGIES, INC.Brendan Technologies Inc • July 18th, 2007 • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Brendan Technologies, Inc., a Nevada corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 18th, 2006 • Omni Usa Inc • Services-prepackaged software • California
SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of July 14, 2006, by and among OMNI U.S.A., INC., a Nevada corporation, "COMPANY"), and the Potawatomi Business Development Corp., (the "BUYER").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 18th, 2006 • Omni Usa Inc • Services-prepackaged software • California
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of July 14, 2006, by and between OMNI U.S.A., INC., a Nevada corporation (the "Company"), and the Potawatomi Business Development Corp., (the “Buyer”).
EXHIBIT 10.9 SHARE PURCHASE AGREEMENTShare Purchase Agreement • October 18th, 1996 • Omni Usa Inc • General industrial machinery & equipment • Texas
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 18th, 2007 • Brendan Technologies Inc • Services-prepackaged software • Nevada
LOAN AND SECURITY AGREEMENT, dated as of July 10, 2007 (this “Agreement”), by and among Brendan Technologies, Inc., a Nevada corporation (the “Company”) and all of the subsidiaries of the Company (such subsidiaries, the “Guarantors”) (the Company and Guarantors are collectively referred to as the “Debtors”) and the holder or holders of the Company’s 15% Secured Promissory Notes due April 10, 2008 in the original aggregate principal amount of $600,000 (the “Notes”) that are signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Parties” and each, a “Secured Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 5th, 2006 • Omni Usa Inc • General industrial machinery & equipment • Michigan
This Employment Agreement (the "Agreement") is made this day of November 1, 2004 by and between Brendan Technologies, Incorporated, a Michigan corporation ("Company") and John R. Dunn, II ("Employee").
ContractBrendan Technologies Inc • July 18th, 2007 • Services-prepackaged software • Nevada
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
AMENDMENT TO LOAN AND RELATED AGREEMENTS AND WAIVER OF DEFAULTLoan and Related and Waiver of Default • January 5th, 2006 • Omni Usa Inc • General industrial machinery & equipment • Washington
THIS AMENDMENT TO LOAN AND RELATED AND WAIVER OF DEFAULT (this “Agreement”) is made and entered into as of the ___ day of December, 2005, by and among PACCAR MACHINERY CORPORATION, a Delaware corporation (“Lender”), and OMNI U.S.A., INC., a Nevada corporation (“Borrower”).
PROMISSORY NOTEOmni Usa Inc • January 5th, 2006 • General industrial machinery & equipment • California
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR, IF APPLICABLE, STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO ASIA CAPITAL, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
STOCK PURCHASE AGREEMENT By and Among JEFFREY K. DANIEL, CRAIG L. DANIEL AND EDWARD DANIEL as the Purchasers and OMNI U.S.A., Inc., a Nevada corporation as the Seller Dated as of December ___, 2005Stock Purchase Agreement • January 5th, 2006 • Omni Usa Inc • General industrial machinery & equipment • California
THIS STOCK PURCHASE AGREEMENT, dated as of December ___, 2005, is made and entered into by and among Jeffrey K. Daniel, Craig L. Daniel and Edward Daniel (collectively, the “Purchasers”) and Omni U.S.A., Inc., a Nevada corporation (“Seller”), with reference to the following:
ContractOmni Usa Inc • July 18th, 2006 • Services-prepackaged software • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAW, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF OR EXERCISED UNLESS (i) A REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS SHALL HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (ii) AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE IN CONNECTION WITH SUCH OFFER, SALE OR TRANSFER.
FORBEARANCE AGREEMENTForbearance Agreement • April 9th, 2008 • Brendan Technologies Inc • Services-prepackaged software • Nevada
THIS FORBEARANCE AGREEMENT (this “Forbearance Agreement”) is made and entered into as of April 2, 2008 by and between Brendan Technologies, Inc., a Nevada corporation (the “Company”), Brendan Technologies, Inc., a Michigan corporation (the “Guarantor”), and Little Bear Investments, LLC (the “Agent”).
AGREEMENT AND PLAN OF MERGER among Omni U.S.A., Inc., Omni Merger Sub, Inc., Edward Daniel Jeffrey Daniel and Brendan Technologies, Inc. Dated as of December 29, 2005Agreement and Plan of Merger • January 5th, 2006 • Omni Usa Inc • General industrial machinery & equipment • California
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT AND WAIVER OF DEFAULTLoan and Security Agreement • January 5th, 2006 • Omni Usa Inc • General industrial machinery & equipment • Rhode Island
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT AND WAIVER OF DEFAULT (this “Agreement”) is made and entered into as of the ___ day of December, 2005, by and among TEXTRON FINANCIAL CORPORATION, a Delaware corporation (“Lender”), and OMNI USA, INC., a Washington corporation, and BUTLER PRODUCTS CORP., a Kentucky corporation (individually a “Borrower” and collectively the “Borrowers”).
