Exhibit
10.3. Credit Agreement between
the Company and Royal Bank of Canada dated as of July 11,
2009
Royal Bank of
Canada
Commercial
Financial Services
1055 West
Georgia Street - 36th Floor
Vancouver,
British Columbia V6E 3S5
Tel.: (604)
665-3135
Fax: (604)
665-6368
July 11,
2009
Private and
Confidential
BRAINTECH,
INC.
1750 Tysons
Boulevard , Suite 350
McLean, Virgina
22102
and
Suite
360
555 Sixth
Street
New
Westminster, BC V3L 5H1
ROYAL BANK OF
CANADA (the “Bank”) hereby confirms the credit
facilities described below (the “Credit Facilities”)
subject to the terms and conditions set forth below and in the
attached Terms & Conditions and Schedules (collectively the
“Agreement”). The Bank further confirms that the
agreement dated April 21, 2009, which purports to supersede and
cancel the existing agreement dated July 29, 2008 (the “2008
Agreement”) and any amendments thereto never comes into
effect and is of no force or effect. This Agreement
supersedes and cancels the 2008 Agreement and any amendment
thereto. Any amount owing by the Borrower to the
Bank under such previous agreement is deemed to be a Borrowing
under this Agreement. Any and all security that has been
delivered to the Bank and is set forth as Security below, shall
remain in full force and effect, is expressly reserved by the Bank
and shall apply in respect of all obligations of the Borrower under
the Credit Facilities. Unless otherwise provided, all dollar
amounts are in Canadian currency.
BORROWER: Braintech,
Inc. (the “Borrower”)
EFFECTIVE
DATE
Effective
immediately upon the acceptance of this Credit Agreement by the
Borrower, the credit facility previously known as Facility #1 under
the 2008 Agreement is cancelled.
Notwithstanding
any other provisions herein, this Agreement, except for the
immediately preceding sentence, becomes effective as of July 11,
2009, provided that the conditions set forth herein have been
satisfied (unless waived by the Bank).
CREDIT
FACILITIES
Term
Facility $1,506,000 USD non-revolving term facility by way
of:
a) RBUSBR
Loans Interest rate (per annum): RBUSBR +
7.50%
b) Libor
based loans in US currency (“Libor
Loans”) Interest rate (per
annum): Libor + 9.00%
AVAILABILITY
The Borrower
may borrow and convert up to the amount of this term facility
provided an Event of Default shall not have occurred and be
continuing at the time of any Borrowing. At any time
after
REPAYMENT
Payment
Amount: $50,000 USD Payment
Frequency: Monthly
Payment
Type: Principal Plus Interest
First payment
date: July 20, 2009
Repayable in
full on: September 9,
2009 Original Amortization
(months) 24
OTHER
FACILITIES
The Credit
Facilities are in addition to the following facilities (the
“Other Facilities”). The Other Facilities will be
governed by this Agreement and separate agreements between the
Borrower and the Bank. In the event of a conflict between this
Agreement and any such separate agreement, the terms of the
separate agreement will govern.
a) VISA
Business to a maximum amount of $50,000. Any amount
owing under this Other Facility will be due in full and the
facility cancelled on September 9, 2009.
OVERALL
BORROWING LIMIT
Borrowings
outstanding under the Term Facility and the Other Facilities must
not exceed at any time the Borrowing Limit plus $50,000.
FEES
One Time
Fee:
Payable upon
acceptance of this Agreement. Monthly Administration
Fee: $500
Payable in
arrears on the same day of each month.
Application
Fee: $10,000
SECURITY
Security for
the Borrowings and all other obligations of the Borrower to the
Bank (collectively, the “Security”), shall
include:
a) General
security agreement (Canada) on the Bank’s form 924 signed by
the Borrower constituting a first ranking security interest in all
personal property of the Borrower;
b) General
security agreement (U.S.), in form satisfactory to the Bank, signed
by the Borrower constituting a first ranking security interest in
all personal property of the Borrower;
c) Guarantee
and postponement of claim on the Bank’s form 812 in the
a
