FORM OF PLEDGE AGREEMENTForm of Pledge Agreement • March 28th, 2002 • Xybernaut Corp • Computer communications equipment • Virginia
PLEDGE AGREEMENT dated as of December 31, 2001 (this “Agreement”), by and between Edward G. Newman (the “Pledgor”), and Xybernaut Corporation, a Delaware corporation (the “Secured Party”).
FORM OF AMENDED AND RESTATED AGREEMENT FOR WHOLESALE FINANCING (SECURITY AGREEMENT)Agreement for Wholesale • March 28th, 2002 • Xybernaut Corp • Computer communications equipment • New York
This Amended and Restated Agreement for Wholesale Financing (as amended, supplemented or otherwise modified from time to time, this “Agreement”) dated December , 2001 is by and among IBM Credit Corporation, a Delaware corporation with a place of business at 1500 RiverEdge Parkway, Atlanta, GA (“IBM Credit”), Xybernaut Corporation, a Delaware corporation with its principal office at 12701 Fair Lakes Circle, Fairfax, VA 22033 (“XC”) and Xybernaut Solutions, Inc., a Virginia corporation with its principal office at 8618 Westwood Center Drive, Vienna, VA (“XSI”). XC and XSI are each referred to herein as a “Customer” or, collectively, the “Customers”. Notwithstanding the foregoing, any obligation of a Customer or Customers herein shall be the joint and several obligation of XC and XSI. IBM Credit and Customers agree as follows:
FORM OF ADDENDUM TO AGREEMENT FOR WHOLESALE FINANCING FLEXIBLE PAYMENT PLANXybernaut Corp • March 28th, 2002 • Computer communications equipment
This Addendum (“Addendum”) to the Agreement for Wholesale Financing is hereby dated this day of , 2001 by and among IBM Credit Corporation, a Delaware corporation with a place of business at 1500 RiverEdge Parkway, Atlanta, GA 30328 (“IBM Credit”), Xybernaut Corporation, a corporation duly organized under the laws of the State of Delaware, with its principal place of business at 12701 Fair Lakes Circle, Fairfax, VA 22033 (“XC”) and Xybernaut Solutions, Inc., a corporation duly organized under the laws of the State of Virginia, with its principal place of business at 8618 Westwood Center Drive, Vienna, VA (“XSI”). XC and XSI are each referred to herein as a “Customer” or, collectively, the “Customers”. Notwithstanding the foregoing, any obligation of a Customer or Customers herein shall be the joint and several obligation of XC and XSI. IBM Credit and Customers agree as follows:
