1 Exhibit 10.5 PMC International, Inc. REGISTRATION RIGHTS AGREEMENT Dated as of December 23, 1996Registration Rights Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
RECITALSAdvisory Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
RECITALS:Term Loan Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
Section Page 1. Authorization; Subscription for Shares 1 1.1 Authorization of Shares 1 1.2 Sale and Purchase of Shares 1 1.3 Closing 1 2. Conditions to Subscriber's Obligations 2 2.1 Representations and Warranties 2 2.2 Performance; No Default 2 2.3...Subscription Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
1 Exhibit 10.12 This Warrant and any shares acquired upon the exercise of this Warrant have not been registered under the Securities Act of 1933, as amended, and may not be transferred, sold or otherwise disposed of except while a registration under...Common Stock Purchase Warrant • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
1 Exhibit 10.10 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 24, 1996, is between PMC International, Inc., a Colorado corporation (the "Company")...Registration Rights Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Bedford
1 Exhibit 10.9 RESTRUCTURING AGREEMENT This RESTRUCTURING AGREEMENT (this "Agreement"), dated as of December 24, 1996, is between Bedford Capital Financial Corporation, a corporation organized under the laws of Liberia ("Bedford"), PMC International...Restructuring Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
Page 2 3 ii) There are substantial restrictions on the transferability of the Units and underlying securities; the Units and underlying securities cannot be transferred unless they are registered under the Act and any applicable state laws and...Subscription Agreement • February 7th, 1997 • PMC International Inc • Investment advice
Page 2 3 (e) Reimbursement of Expenses. The Company shall reimburse the Executive for all reasonable out-of-pocket expenses incurred by the Executive in connection with the businesses of the Company and PTS and in the performance of his duties under...Employment Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
1 Exhibit 10.4 This Warrant and any shares acquired upon the exercise of this Warrant have not been registered under the Securities Act of 1933, as amended, and may not be transferred, sold or otherwise disposed of except while a registration under...Common Stock Purchase Warrant • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
1 Exhibit 10.16 REIMBURSEMENT AND PLEDGE AGREEMENT THIS REIMBURSEMENT AND PLEDGE AGREEMENT (this "Agreement"), dated as of January 8, 1997, is between KP3, LLC, a Colorado limited liability company (the "Pledgor"), and PMC International, Inc., a...Reimbursement and Pledge Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
1 Exhibit 10.11 SHAREHOLDERS AGREEMENT This SHAREHOLDERS AGREEMENT (this "Agreement"), dated as of December 24, 1996, is among PMC International, Inc., a Colorado corporation (the "Company"), Bedford Capital Financial Corporation, a corporation...Shareholders Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
1 Exhibit 10.14 PMC International, Inc. 555 17th Street, 14th Floor Denver, Colorado 80202 December 24, 1996 J.W. Nevil Thomas Nevcorp, Inc. 110 Sandringham Drive Toronto, Ontario M3H 1C9 Canada Re: Termination of Nevcorp Advisory Agreement Dear...Advisory Agreement • February 7th, 1997 • PMC International Inc • Investment advice
RECITALSEmployment Agreement • February 7th, 1997 • PMC International Inc • Investment advice • Colorado
