COMMON STOCK PURCHASE WARRANT IMAGEWARE SYSTEMS, INC.Imageware Systems Inc • February 24th, 2010 • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, BET Funding LLC (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Issue Date”) and on or prior to the close of business on the 5 year anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ImageWare Systems, Inc., a Delaware corporation (the “Company”), up to 200,000 shares (the “Warrant Shares”) of common stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software • California
This Securities Purchase Agreement (this “Agreement”) is dated as of August 29, 2008, among ImageWare Systems, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
COMMON STOCK PURCHASE WARRANT IMAGEWARE SYSTEMS, INC.Common Stock Purchase Warrant • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, BET Funding LLC (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Issue Date”) and on or prior to the close of business on the 5 year anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ImageWare Systems, Inc., a Delaware corporation (the “Company”), up to 700,000 shares (the “Warrant Shares”) of common stock, par value $0.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
IMAGEWARE SYSTEMS, INC. SECURITY AGREEMENTSecurity Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software • Delaware
This Security Agreement (as amended, modified or otherwise supplemented from time to time, this “Security Agreement”), dated as of February 12, 2009, is executed by ImageWare Systems, Inc., a Delaware corporation (“Company”), in favor of BET Funding LLC, a Delaware limited liability company (together with its successors and assigns, “Lender”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software • Delaware
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 12, 2009, by and between ImageWare Systems, Inc., a corporation organized under the laws of the State of Delaware (the "Company"), and BET Funding LLC, a Delaware limited liability company (the "Lender").
UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS, AND IT MAY NOT BE SOLD, TRANSFERRED OF OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR ANY EXEMPTION THEREFROM UNDER SAID ACT AND SUCH LAWS AND THE...Imageware Systems Inc • February 24th, 2010 • Services-prepackaged software
FOR VALUE RECEIVED, the undersigned ImageWare Systems, Inc., a corporation organized and existing under the laws of the State of Delaware (herein called the “Company”), hereby promises to pay to [___________], or order, the principal sum of [define amount] ($_______) (with interest on the unpaid balance thereof at the rate of 7.0% per annum from the date hereof), within three months commencing on November 14, 2008. Until the principal hereof shall have become due and payable, interest will accrue and be added to the principal.
Second Amendment to Employment AgreementEmployment Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This Second Amendment to Employment Agreement (the “Second Amendment”), is being entered into effective April 6, 2009 by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”) and Mr. S. James Miller, Jr. (the “Executive”).
Third Amendment To Change of Control and Severance Benefits AgreementBenefits Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This Third Amendment (the “Third Amendment”) to Change of Control and Severance Benefits Agreement is made this 10h day of December, 2009, by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), on the one hand, and Charles AuBuchon, Vice President of Sales, on the other hand (the “Executive”).
First Amendment To Change of Control and Severance Benefits AgreementBenefits Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This First Amendment (the “First Amendment”) to Change of Control and Severance Benefits Agreement is made this 27h day of September, 2008, by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), on the one hand, and David Harding, Vice President of Engineering and Chief Technical Officer, on the other hand (the “Executive”).
First Amendment To Change of Control and Severance Benefits AgreementBenefits Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This First Amendment (the “First Amendment”) to Change of Control and Severance Benefits Agreement is made this 27h day of September, 2008, by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), on the one hand, and Charles AuBuchon, Vice President of Sales, on the other hand (the “Executive”).
THIRD AMENDMENT TO SECURED PROMISSORY NOTESecured Promissory Note • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software • Delaware
This Third Amendment to Secured Promissory Note (this "Amendment") is made as of October 5, 2009, by and between Imageware Systems, Inc., a Delaware corporation ("Borrower"), and BET Funding LLC, a Delaware limited liability company ("Lender").
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software • Delaware
This Waiver and Amendment Agreement ("Agreement") is made as of June 9, 2009, by and between Imageware Systems, Inc., a Delaware corporation ("Borrower"), and BET Funding LLC, a Delaware limited liability company ("Lender").
Third Amendment to Employment AgreementEmployment Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This Third Amendment to Employment Agreement (the “Third Amendment”), is being entered into effective December 10, 2009 by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”) and Mr. S. James Miller Jr. (the “Executive”).
Second Amendment To Change of Control and Severance Benefits AgreementBenefits Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This Second Amendment (the “First Amendment”) to Change of Control and Severance Benefits Agreement is made this 6h day of April, 2009, by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), on the one hand, and Charles AuBuchon, Vice President of Sales, on the other hand (the “Executive”).
First Amendment to Employment AgreementEmployment Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This First Amendment (the “First Amendment”) to Employment Agreement is made this 27h day of September, 2008, by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), on the one hand, and Wayne Wetherell, Senior Vice President and Chief Financial Officer of the Company, on the other hand (the “Executive”).
First Amendment to Employment AgreementEmployment Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This First Amendment (the “First Amendment”) to Employment Agreement is made this 27h day of September, 2008, by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), on the one hand, and S. James Miller, Chairman of the Board of Directors and Chief Executive Officer of the Company, on the other hand (the “Executive”).
OFFICE LEASEOffice Lease • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This lease is for a term commencing November 1, 2009 (Lease Commencement Date) and continuing through October 31, 2012 at a Monthly Base Rental as follows:
Third Amendment To Change of Control and Severance Benefits AgreementBenefits Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This Third Amendment (the “Third Amendment”) to Change of Control and Severance Benefits Agreement is made this 10h day of December, 2009, by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), on the one hand, and David Harding, Vice President of Engineering and Chief Technical Officer, on the other hand (the “Executive”).
Second Amendment to Employment AgreementEmployment Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This Second Amendment to Employment Agreement (the “Second Amendment”), is being entered into effective April 6, 2009 by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”) and Mr. Wayne Wetherell (the “Executive”).
Third Amendment to Employment AgreementEmployment Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This Third Amendment to Employment Agreement (the “Third Amendment”), is being entered into effective December 10, 2009 by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”) and Mr. Wayne Wetherell (the “Executive”).
AMENDMENT TO SECURED PROMISSORY NOTESecured Promissory Note • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software • Delaware
This Amendment to Secured Promissory Note (this "Amendment") is made as of June 22, 2009, by and between Imageware Systems, Inc., a Delaware corporation ("Borrower"), and BET Funding LLC, a Delaware limited liability company ("Lender").
FOURTH AMENDMENT TO SECURED PROMISSORY NOTESecured Promissory Note • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software • Delaware
This Fourth Amendment to Secured Promissory Note (this "Amendment") is made as of November 11, 2009, by and between Imageware Systems, Inc., a Delaware corporation ("Borrower"), and BET Funding LLC, a Delaware limited liability company ("Lender").
Second Amendment To Change of Control and Severance Benefits AgreementBenefits Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software
This Second Amendment (the “First Amendment”) to Change of Control and Severance Benefits Agreement is made this 6h day of April, 2009, by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), on the one hand, and David Harding, Vice President of Engineering and Chief Technical Officer, on the other hand (the “Executive”).
