Exhibit 10.5 ESCROW AGREEMENT ESCROW AGREEMENT, dated April 20, 1999 between Saf-T-Lok, Incorporated, a Florida corporation (the "Company"), Alexander, Wescott & Co., Inc. (the "Placement Agent") and Chase Manhattan Bank, as escrow agent ("the Escrow...Escrow Agreement • August 16th, 1999 • Saf T Lok Inc • Cutlery, handtools & general hardware • New York
Contract Type FiledAugust 16th, 1999 Company Industry Jurisdiction
STOCK OPTION AGREEMENTStock Option Agreement • January 29th, 1999 • Saf T Lok Inc • Cutlery, handtools & general hardware • Florida
Contract Type FiledJanuary 29th, 1999 Company Industry Jurisdiction
SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of May 26, 2000, by and among Saf T Lok Incorporated, a Florida corporation, with headquarters located at 1101 Northpoint Parkway, West Palm Beach, Florida 33407...Securities Purchase Agreement • August 10th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Delaware
Contract Type FiledAugust 10th, 2000 Company Industry Jurisdiction
Registration Rights Agreement) REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 26, 2000, by and among Saf T Lok Incorporated, a Florida corporation, with headquarters at 1101 Northpoint Parkway, West...Registration Rights Agreement • August 10th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Delaware
Contract Type FiledAugust 10th, 2000 Company Industry Jurisdiction
AGREEMENT ---------Stock Option Agreement • October 15th, 1997 • Saf T Lok Inc • Services-prepackaged software • Florida
Contract Type FiledOctober 15th, 1997 Company Industry Jurisdiction
EXHIBIT 10.4 ------------ TERMINATION AGREEMENT --------------------- THIS TERMINATION AGREEMENT dated as of May 18, 1999 (the "Agreement") is entered into by and between Saf T Lok Incorporated, a Florida corporation ("STL") and Empire Consulting...Termination Agreement • June 4th, 1999 • Saf T Lok Inc • Cutlery, handtools & general hardware • New York
Contract Type FiledJune 4th, 1999 Company Industry Jurisdiction
Exhibit 10.1 April 20, 1999 Alexander, Wescott & Co., Inc. 65 Wall Street, 21st Floor New York, New York 10005 RE: Agency Agreement Gentlemen: Saf T Lok Incorporated. ("LOCK"), formed under the Laws of the State of Florida (the "Company'), desires to...Saf T Lok Inc • August 16th, 1999 • Cutlery, handtools & general hardware • Florida
Company FiledAugust 16th, 1999 Industry Jurisdiction
R E C I T A L SSaf T Lok Inc • August 16th, 1999 • Cutlery, handtools & general hardware • Florida
Company FiledAugust 16th, 1999 Industry Jurisdiction
EXHIBIT 10.4 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of December _______, 1999, by and among Saf T Lok Incorporated, a Florida corporation, with headquarters located at 1101 Northpoint Parkway, West Palm...Securities Purchase Agreement • January 26th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Delaware
Contract Type FiledJanuary 26th, 2000 Company Industry Jurisdiction
EXHIBIT 4. EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT made this ___ day of February, 1996 by and between RGB COMPUTER & VIDEO, INC., a Florida corporation (the "Company"), SAF T LOK CORPORATION, a Florida corporation ("STL"), and FRANK W. BROOKS (the...Employment Agreement • April 15th, 1997 • RGB Computer & Video Inc • Services-prepackaged software • Florida
Contract Type FiledApril 15th, 1997 Company Industry Jurisdiction
Agreement ---------Stock Pledge Agreement • May 20th, 1998 • Saf T Lok Inc • Cutlery, handtools & general hardware • Florida
Contract Type FiledMay 20th, 1998 Company Industry Jurisdiction
STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT is effective as of the 23rd day of October, 1997, between SAF T LOK INCORPORATED, a Florida corporation (the "Company"), and DENNIS W. DECONCINI (the "Optionee"). Background ----------Stock Option Agreement • January 29th, 1999 • Saf T Lok Inc • Cutlery, handtools & general hardware • Florida
Contract Type FiledJanuary 29th, 1999 Company Industry Jurisdiction
EXHIBIT 5. MODIFICATION TO EMPLOYMENT AGREEMENT THIS MODIFICATION TO EMPLOYMENT AGREEMENT, effective the 12th day of February, 1996, by and between RGB COMPUTER & VIDEO, INC. whose address is 4152 Blue Heron Blvd., Suite 118, Riviera Beach, FL 33404,...Employment Agreement • April 15th, 1997 • RGB Computer & Video Inc • Services-prepackaged software
Contract Type FiledApril 15th, 1997 Company Industry
Agreement ---------Stock Option Agreement • January 18th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Florida
Contract Type FiledJanuary 18th, 2000 Company Industry Jurisdiction
EXHIBIT 8. VOTING TRUST AGREEMENT THIS AGREEMENT effective this 13th day of february, 1996, by and between FRANK BROOKS, shareholder of certain option rights to acquire up to One Million (1,000,000) shares of RGB Computer & Video, Inc. ("RGB" or...Voting Trust Agreement • April 15th, 1997 • RGB Computer & Video Inc • Services-prepackaged software • Florida
Contract Type FiledApril 15th, 1997 Company Industry Jurisdiction
Agreement ---------Stock Option Agreement • January 18th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Florida
Contract Type FiledJanuary 18th, 2000 Company Industry Jurisdiction
EXHIBIT 15. STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT made this 29th day of November, 1996 by SAF T LOK INCORPORATED, a Florida corporation (the "Company"), in favor of MOYLE, FLANIGAN, KATZ, KOLINS, RAYMOND & SHEEHAN, P.A., a Florida professional...Stock Option Agreement • April 15th, 1997 • RGB Computer & Video Inc • Services-prepackaged software
Contract Type FiledApril 15th, 1997 Company Industry
EXHIBIT 10.5 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December ________, 1999, by and among Saf T Lok Incorporated, a Florida corporation, with headquarters at 1101 Northpoint Parkway, West Palm Beach...Registration Rights Agreement • January 26th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Delaware
Contract Type FiledJanuary 26th, 2000 Company Industry Jurisdiction
1. AGREEMENT TO SUBSCRIBE; PURCHASE PRICE -------------------------------------- (a) Subscription. The Buyer (and each of them) represent that it qualifies ------------ under Regulation S to purchases shares of Common Stock of Seller and agrees to...Securities Subscription Agreement • November 14th, 1997 • Saf T Lok Inc • Services-prepackaged software
Contract Type FiledNovember 14th, 1997 Company Industry
Exhibit 99.8 FINANCIAL CONSULTING AGREEMENT AGREEMENT made this 13th day of October 1997 by and between A.B. & Associates Inc. (herein referred to as "Consultant"), and Saf-T-Lok, Inc., with offices at 28245 S.E. Federal Highway, Tequesta, Florida...Financial Consulting Agreement • February 11th, 1999 • Saf T Lok Inc • Cutlery, handtools & general hardware • New York
Contract Type FiledFebruary 11th, 1999 Company Industry Jurisdiction
EXHIBIT 99.2 PLACEMENT AGREEMENT ------------------- AGREEMENT AND ADDENDUM ("Agreement") executed as of this 13th day of October, 1997, by and BETWEEN SAF T LOK INCORPORATED, a Florida corporation (the "Company"), and STATE STREET SECURITIES, INC...Placement Agreement • November 14th, 1997 • Saf T Lok Inc • Services-prepackaged software • New York
Contract Type FiledNovember 14th, 1997 Company Industry Jurisdiction
UNDERTAKING -----------Saf T Lok Inc • May 20th, 1998 • Cutlery, handtools & general hardware • New York
Company FiledMay 20th, 1998 Industry Jurisdiction
AGREEMENTPlacement Agency Agreement • August 10th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Georgia
Contract Type FiledAugust 10th, 2000 Company Industry Jurisdiction
Exhibit 10.4 AGREEMENT ---------4 Agreement • May 20th, 1998 • Saf T Lok Inc • Cutlery, handtools & general hardware • New York
Contract Type FiledMay 20th, 1998 Company Industry Jurisdiction
Exhibit 99.9 FINANCIAL PUBLIC RELATIONS AGREEMENT This FINANCIAL PUBLIC RELATIONS AGREEMENT ("Agreement") is entered into as of October 24, 1997 by and between Marketing Direct Concepts, a Nevada Corporation, located at 333 N. Rancho, Suite 900, Las...Financial Public Relations Agreement • February 11th, 1999 • Saf T Lok Inc • Cutlery, handtools & general hardware
Contract Type FiledFebruary 11th, 1999 Company Industry
Agreement ---------Stock Option Agreement • January 18th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Florida
Contract Type FiledJanuary 18th, 2000 Company Industry Jurisdiction
Agreement ---------Stock Option Agreement • January 18th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Florida
Contract Type FiledJanuary 18th, 2000 Company Industry Jurisdiction
AGREEMENT:Stock Option Agreement • January 29th, 1999 • Saf T Lok Inc • Cutlery, handtools & general hardware
Contract Type FiledJanuary 29th, 1999 Company Industry
WITNESSETH:Placement Agency Agreement • January 26th, 2000 • Saf T Lok Inc • Cutlery, handtools & general hardware • Georgia
Contract Type FiledJanuary 26th, 2000 Company Industry Jurisdiction
AMENDMENT TO AND TERMINATION OF NON-EXCLUSIVE DISTRIBUTION AND PRICING AGREEMENT ------------------------------------------------Stock Pledge Termination Agreement • June 4th, 1999 • Saf T Lok Inc • Cutlery, handtools & general hardware • New York
Contract Type FiledJune 4th, 1999 Company Industry Jurisdiction
AGREEMENT:Stock Option Agreement • January 29th, 1999 • Saf T Lok Inc • Cutlery, handtools & general hardware
Contract Type FiledJanuary 29th, 1999 Company Industry
EXHIBIT 99.4 OFFSHORE SECURITIES SUBSCRIPTION AGREEMENT ------------------------------------------ THIS OFFSHORE SECURITIES SUBSCRIPTION AGREEMENT dated as of October 29, 1997 (this "Agreement") is executed in reliance upon the transaction exemption...Offshore Securities Subscription Agreement • November 14th, 1997 • Saf T Lok Inc • Services-prepackaged software
Contract Type FiledNovember 14th, 1997 Company Industry
MUTUAL RELEASE -------------- (United)Saf T Lok Inc • June 4th, 1999 • Cutlery, handtools & general hardware • New York
Company FiledJune 4th, 1999 Industry JurisdictionThis Mutual Release is being made in New York and is to be governed by the laws of such jurisdiction. Any dispute arising hereunder shall be resolved in the courts of such state.
MUTUAL RELEASE --------------Saf T Lok Inc • June 4th, 1999 • Cutlery, handtools & general hardware • New York
Company FiledJune 4th, 1999 Industry JurisdictionThis Mutual Release is being made in New York and is to be governed by the laws of such jurisdiction. Any dispute arising hereunder shall be resolved in the courts of such state.
EXHIBIT 10.3 WEST WORLDWIDE INDUSTRIES, INC. New York - Ft. Lauderdale - Beverly Hills January 4, 1999 Mr. Frank Brooks, President Saf T Lok, Inc. 1101 North Point Parkway, Suite B West Palm Beach, Florida 33407 Dear Mr. Brooks: This letter will...Saf T Lok Inc • September 24th, 1999 • Cutlery, handtools & general hardware
Company FiledSeptember 24th, 1999 IndustryThis letter will confirm that the agency agreement entered into by Saf T Lok, Mark Sapperstein and West World Industries, Inc. has been cancelled.