FALLBROOK TECHNOLOGIES INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • March 26th, 2010 • Fallbrook Technologies Inc • Motor vehicle parts & accessories • Delaware
This Indemnification Agreement (the “Agreement”) is effective as of , 20___by and between Fallbrook Technologies Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 16th, 2010 • Fallbrook Technologies Inc • Texas
This EMPLOYMENT AGREEMENT (“Agreement”), is made and entered as of January 22, 2010, by and between Fallbrook Technologies Inc., a Delaware corporation (the “Company”), and George Lowe, a resident of the State of Texas (the “Executive”).
CONSULTING AGREEMENTConsulting Agreement • February 16th, 2010 • Fallbrook Technologies Inc • Delaware
THIS CONSULTING AGREEMENT (this “Agreement”) is effective as of December 1, 2009 (the “Effective Date”) between Advanced Strategic Leadership Limited, a company registered in the British Virgin Islands (“ASL”) and ASL Management Consulting Company Limited , a Shanghai company (together with ASL, collectively, the “Consultant”), and Fallbrook Technologies Inc. (“Fallbrook”). The parties hereby agree as follows:
FALLBROOK TECHNOLOGIES INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 16th, 2010 • Fallbrook Technologies Inc • California
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of January 11, 2010 by and among Fallbrook Technologies Inc., a Delaware corporation (the “Company”), and each of the investors listed on Exhibit A hereto (each an “Investor” and collectively, the “Investors”), and shall be effective as of the Effective Time (as defined below).
DEVELOPMENT AGREEMENTDevelopment Agreement • February 16th, 2010 • Fallbrook Technologies Inc • Delaware
DEVELOPMENT AGREEMENT (this “Agreement”) effective as of August 20, 2009 (the “Effective Date”), is entered into between FALLBROOK TECHNOLOGIES INC., a Delaware corporation (“Fallbrook”), having a place of business at 9444 Waples St., Suite 410, San Diego, California 92121 and HYDRO-GEAR LIMITED PARTNERSHIP, an Illinois limited partnership (“HG” or “Hydro-Gear”) having a place of business at 1411 S. Hamilton St., Sullivan, Illinois 61951. Fallbrook and HG are referred to individually as a “Party” and collectively as the “Parties.” The Parties agree as follows:
AMENDMENT NO. 1 TO CONSULTING AGREEMENTConsulting Agreement • March 26th, 2010 • Fallbrook Technologies Inc • Motor vehicle parts & accessories
THIS AMENDMENT NO. 1 TO CONSULTING AGREEMENT (this “Amendment”) dated as of March 24, 2010 (the “Amendment Date”), is entered into between Fallbrook Technologies Inc. (“Fallbrook”), and ASL Management Consulting Company Limited (“ASL”).
MASTER AGREEMENTMaster Agreement • February 16th, 2010 • Fallbrook Technologies Inc • California
This MASTER AGREEMENT (this “Agreement”) is made as of November 25, 2008 (the “Effective Date”), by and between VIRYD TECHNOLOGIES INC., a Delaware corporation with a place of business at 9444 Waples Street, Suite 410, San Diego, California 92121 (“Viryd”), and FALLBROOK TECHNOLOGIES INC., a Delaware corporation with a place of business at 9444 Waples Street, Suite 410, San Diego, California 92121 (“Fallbrook”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 16th, 2010 • Fallbrook Technologies Inc • California
This EMPLOYMENT AGREEMENT (“Agreement”), is made and entered as of April 15, 2008, by and between Fallbrook Technologies Inc., a Delaware corporation (the “Company”), and Alan Nordin, a resident of the State of California (the “Executive”).
CREDIT AGREEMENTCredit Agreement • February 16th, 2010 • Fallbrook Technologies Inc • California
THIS CREDIT AGREEMENT (this “Agreement”) is entered into as of March 31, 2007, by and between FALLBROOK TECHNOLOGIES INC., a Delaware corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 16th, 2010 • Fallbrook Technologies Inc • California
This EMPLOYMENT AGREEMENT (“Agreement”), effective as of May 3, 2007, (“Effective Date”) is entered into by and between Fallbrook Technologies Inc., a Delaware corporation (the “Company”) and William Klehm, an individual resident of the State of California (“Executive”).
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 26th, 2010 • Fallbrook Technologies Inc • Motor vehicle parts & accessories • California
THIS AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of March 23, 2010, by and between FALLBROOK TECHNOLOGIES INC., a Delaware corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
SUPPORT SERVICES AGREEMENTSupport Services Agreement • February 16th, 2010 • Fallbrook Technologies Inc • California
THIS SUPPORT SERVICES AGREEMENT (this “Agreement”) is made and entered into, as of February 15, 2008 (the “Effective Date”), by and between FALLBROOK TECHNOLOGIES INC., a Delaware corporation (“Fallbrook”), having a place of business at 9444 Waples St., Suite 410, San Diego, California 92121 and VIRYD TECHNOLOGIES INC., a Delaware corporation (“Customer”), having a place of business at 9444 Waples Street, Suite 410, San Diego, California 92121 (collectively the “Parties”).
MANUFACTURING LICENSE AGREEMENTManufacturing License Agreement • February 16th, 2010 • Fallbrook Technologies Inc • Delaware
MANUFACTURING LICENSE AGREEMENT (this “Agreement”) effective as of August 20, 2009 (the “Effective Date”), is entered into between FALLBROOK TECHNOLOGIES INC., a Delaware corporation (“Fallbrook”), having a place of business at 9444 Waples St., Suite 410, San Diego, California 92121 and HYDRO-GEAR LIMITED PARTNERSHIP, an Illinois limited partnership (“HG”) having a place of business at 1411 S. Hamilton St., Sullivan, Illinois 61951. Fallbrook and HG are referred to individually as a “Party” and collectively as the “Parties.”
ENGINEERING SERVICES AGREEMENTEngineering Services Agreement • February 16th, 2010 • Fallbrook Technologies Inc • Delaware
THIS ENGINEERING SERVICES AGREEMENT (this “Agreement”) is made and entered into, as of June 19, 2009 (the “Effective Date”), by and between FALLBROOK TECHNOLOGIES INC., a Delaware corporation (“Fallbrook”), having a place of business at 9444 Waples St., Suite 410, San Diego, California 92121 and ***
B35 MANUFACTURING AND SUPPLY AGREEMENTManufacturing and Supply Agreement • February 16th, 2010 • Fallbrook Technologies Inc • California
Note: Usage shall be in accordance with the standards as set out in the Specifications as may from time to time be amended by Fallbrook.
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • February 16th, 2010 • Fallbrook Technologies Inc • Delaware
THIS TRADEMARK LICENSE AGREEMENT (this “Agreement”) dated as of the 17 day of January, 2006 (the “Effective Date”), is entered into between FALLBROOK TECHNOLOGIES INC., a Delaware corporation (“FALLBROOK”), having a place of business at 9444 Waples St., Suite 410, San Diego, California 92121 and ASHLAND INC., by and through its division VALVOLINE, a Kentucky corporation (“VALVOLINE”), having a place of business at 3499 Blazer Parkway, Lexington, Kentucky 40509.
LICENSE AGREEMENTLicense Agreement • February 16th, 2010 • Fallbrook Technologies Inc • California
THIS LICENSE AGREEMENT (this “Agreement”) dated as of February 14, 2008 (the “Effective Date”), is entered into between FALLBROOK TECHNOLOGIES INC., a Delaware corporation (“Fallbrook”), having a place of business at 9444 Waples St., Suite 410, San Diego, California 92121, and VIRYD TECHNOLOGIES INC., a Delaware corporation (“Manufacturer”), having a place of business at 9444 Waples Street, Suite 410, San Diego, California 92121.
ENGINEERING SERVICES AGREEMENTEngineering Services Agreement • February 16th, 2010 • Fallbrook Technologies Inc • California
THIS ENGINEERING SERVICES AGREEMENT (this “Agreement”) is made and entered into, as of October 7, 2008 (the “Effective Date”), by and between FALLBROOK TECHNOLOGIES INC., a Delaware corporation (“Fallbrook”), having a place of business at 9444 Waples St., Suite 410, San Diego, California 92121 and THE GATES CORPORATION, a Delaware corporation (“Gates”), having a place of business at 1551 Wewatta Street, Denver, Colorado 80202 (collectively the “Parties”).
