AUTODESK (DISCREET) AUTHORIZED CHANNEL PARTNER AGREEMENT (United States)Authorized Channel Partner Agreement • February 15th, 2005 • Avatech Solutions Inc • Services-prepackaged software • California
This Autodesk (Discreet) Authorized Value Added Reseller (Channel Partner) Agreement (“VAR Agreement”), effective on February 1, 2005 (“Effective Date”) is made between Autodesk, Inc., a Delaware corporation (“Autodesk”), and Value Added Reseller (“VAR”) as set forth below:
EMPLOYMENT AGREEMENTEmployment Agreement • February 15th, 2005 • Avatech Solutions Inc • Services-prepackaged software • Maryland
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of the 15th day of November, 2004 (the “Effective Date”), by and between AVATECH SOLUTIONS SUBSIDIARY, INC., a Delaware corporation (the “Company”) and Catherine Dodson (“Executive”).
SOFTWARE TRANSFER AGREEMENTSoftware Transfer Agreement • February 15th, 2005 • Avatech Solutions Inc • Services-prepackaged software • California
This SOFTWARE TRANSFER AGREEMENT (this “Agreement”) is entered into as of January 26th, 2005, (the “Effective Date”) by and between AVATECH SOLUTIONS, INC., a Delaware corporation with offices at 10715 Red Run Blvd., Suite 101, Owings Mills, Maryland 21117 USA (“Avatech”), and Autodesk, Inc., a Delaware corporation with its principal office at 111 McInnis Parkway, San Rafael, California 94903 (“Autodesk”) (Avatech and Autodesk each, a “Party;” together, the “Parties”).
LETTER AGREEMENTGuaranty Agreement • February 15th, 2005 • Avatech Solutions Inc • Services-prepackaged software
RE: Amendment to Subordination AgreementSubordination Agreement • February 15th, 2005 • Avatech Solutions Inc • Services-prepackaged software
As you are aware, on September 11, 2003, K Bank, formerly Key Bank and Trust (the “Bank”), closed on a $2,000,000 Revolving Line of Credit (“Revolver”) to Avatech Solutions Subsidiary, Inc. (“Avatech”). As part of this closing, a Subordination Agreement dated September 11, 2003 (the “Subordination Agreement”) between the Bank, Avatech, and Dassault Systemes Corp. (“Dassault”) was agreed to which among other things included a provision whereby outstandings under Avatech’s Revolver could not exceed $2,000,000. As you are also aware, the Bank has since increased its Revolver to Avatech to $3,000,000 and Dassault has previously consented in writing to a temporary increase in the $2,000,000 senior debt limit as part of the Subordination Agreement.
Mr. Chris Olander Avatech Solutions Subsidiary, Inc. 10715 Red Run Boulevard, Suite 101 Owings Mills, MD 21117 RE: Amendment to Loan and Security Agreement dated September 11, 2003. Dear Chris:Loan and Security Agreement • February 15th, 2005 • Avatech Solutions Inc • Services-prepackaged software
The purpose of this letter is to inform you that regardless of the terms and conditions of the loan documents between K BANK, formerly KEY BANK AND TRUST (the “LENDER”) and AVATECH SOLUTIONS SUBSIDIARY, INC. (“BORROWER”), and AVATECH SOLUTIONS, INC. and TECHNICAL LEARNINGWARE COMPANY, INC. (collectively, the “GUARANTORS”), as long as the additional $700,000 Revolving Line of Credit is in place, outstanding under the BORROWER’s $3,000,000 revolving line of credit with K Bank shall at no time exceed the lesser of the borrowing base or $2,300,000. Please also be informed that as outlined in Section 1.15 of the Second Modification Agreement, until such time as (i) the BORROWER’s subordinated loan with Dassault Systemes Corp. is in place or (ii) Dassault agrees to increase the amount of permitted outstanding under the BORROWER’s $3,000,000 revolving line of credit with K Bank after November 1, 2004 shall at no time exceed the lesser of the borrowing base or $2,000,000.
