Preview
Full Doc
 | 2003 |
Agreement
Agreement (23K)
Doc #171010: Click preview link for longer preview.
AGREEMENT made and entered into this day of , in the year 20___ by and between the City of New York, acting through its Department of Information Technology and Telecommunications, having offices at 11 MetroTech Center, Brooklyn, New York 11201, and Plangraphics, Inc. located at 112 East Main Street, Frankfort, Ky, 40601. (hereinafter referred to as "Contractor").
WITNESSETH: -----------
WHEREAS, Geographic Information Systems (GIS) are understood to be an essential means by which the City can organize and represent its data and develop useful applications that enhance City operations and improve the quality of life for City residents and workers;
WHEREAS, GIS has been found to enable public safety agencies such as the Police Department, Fire Department and the Department of Emergency Management to organize their operations and select effective strategies to insure the safety of New Yorkers;
WHEREAS, to provide for continued GIS services to the City and to enable the further development of the Citywide GIS Utility and Program, the City of New York issued a Project Definition (PD) in accordance with the provisions of the State of New York's GIS System Integration Backdrop Contract;
WHEREAS, in response to said solicitation, Contractor submitted a Project Mini-Bid Proposal ("Proposal") dated January 21, 2002, a copy of which is included herein as Exhibit "4";
WHEREAS, the City has determined that the Contractor's Proposal meets City needs for GIS services in that their response was determined to be the most advantageous to the City;
WHEREAS, at the conclusion of the evaluation of the proposals received in response to the City's PD solicitation the City has decided to award an agreement to Plangraphics,
NOW THEREFORE, the parties hereto agree to the Contract as follows:
Article I. SUBJECT MATTER OF AGREEMENT
The Contractor shall provide the City with System Integration and Implementation Services For The Citywide Geographic Information Systems Utility as further defined in PD, which is made part of this Agreement as Exhibit "2".
171010
|
PlanGraphics
As referenced in this Agreement:
Plangraphics, Inc – of New York, acting through its Department of Information Technology
and Telecommunications, having offices at 11 MetroTech Center, Brooklyn, New
York 11201, and Plangraphics, Inc . located at 112 East Main Street, Frankfort,
Ky, 40601. (hereinafter referred to as "Contractor").
WITNESSETH:
-----------
WHEREAS, Geographic Information Systems (GIS) are understood _____________
Plangraphics, Inc – served by mailing the same by Registered or Certified
Mail, Return Receipt Requested, or U.S. Mail, or delivered by hand delivery, to:
Plangraphics, Inc ., 112 East Main Street, Frankfort, Ky, 40601, Attn: Mr. Gary
Reed, Chief Operating Officer, e-mail: garyreed@plangraphics.com, Tel:
1-800- _____________
Plangraphics, Inc – Frankfort, Ky, 40601, Attn: Mr. Gary
Reed, Chief Operating Officer, e-mail: garyreed@plangraphics.com, Tel:
1-800-788-2008 with copies to: Plangraphics, Inc . 1300 Spring Street - Suite
210, Silver Spring, MD 20910, Attn: Mr. Richard Goodden, Vice President, Eastern
Region, e-mail: rgoodden@plangraphics.com, _____________
Plangraphics, Inc – on the date first
written above.
THE CITY OF NEW YORK
Department of Information
Technology and Telecommunications
By:___________________________
Title:________________________
Date:_________________________
Plangraphics, Inc .
By:___________________________
Title:________________________
Date:_________________________
EIN:__________________________
Approved as to Form
Certified as to Legal Authority
______________________________
Acting Corporation Counsel
Dated: _____________
Plangraphics, Inc – DIRECTORS OF
SAID CORPORATION; AND THAT (S)HE SIGNED HIS NAME THERETO BY LIKE ORDER.
__________________________________________
NOTARY PUBLIC OR COMMISSIONER OF DEEDS
{PAGE}
Plangraphics, Inc orporated
Contract Number CTC20030009095
LETTER AGREEMENT
The purpose of the letter agreement is to clarify Article II, Term of Agreement,
for the above- _____________
dt 270691
;
| The City of New York
|
Preview
Full Doc
 | 2003 |
Agreement
Agreement (23K)
Doc #337563: Click preview link for longer preview.
AGREEMENT made and entered into this 29th day of October, in the year 2002 by and between the City of New York, acting through its Department of Information Technology and Telecommunications, having offices at 11 MetroTech Center, Brooklyn, New York 11201, and Plangraphics, Inc. located at 112 East Main Street, Frankfort, Ky, 40601. (hereinafter referred to as "Contractor").
WITNESSETH:
WHEREAS, Geographic Information Systems (GIS) are understood to be an essential means by which the City can organize and represent its data and develop useful applications that enhance City operations and improve the quality of life for City residents and workers;
WHEREAS, GIS has been found to enable public safety agencies such as the Police Department, Fire Department and the Department of Emergency Management to organize their operations and select effective strategies to insure the safety of New Yorkers;
WHEREAS, to provide for continued GIS services to the City and to enable the further development of the Citywide GIS Utility and Program, the City of New York issued a Project Definition (PD) in accordance with the provisions of the State of New York's GIS System Integration Backdrop Contract;
WHEREAS, in response to said solicitation, Contractor submitted a Project Mini-Bid Proposal ("Proposal") dated January 21, 2002, a copy of which is included herein as Exhibit "4";
WHEREAS, the City has determined that the Contractor's Proposal meets City needs for GIS services in that their response was determined to be the most advantageous to the City;
WHEREAS, at the conclusion of the evaluation of the proposals received in response to the City's PD solicitation the City has decided to award an agreement to Plangraphics,
NOW THEREFORE, the parties hereto agree to the Contract as follows:
Article I. SUBJECT MATTER OF AGREEMENT
The Contractor shall provide the City with System Integration and Implementation Services For The Citywide Geographic Information Systems Utility as further defined in PD, which is made part of this Agreement as Exhibit "2".
Article II. TERM OF AGREEMENT
The term of this Agreement shall commence upon notice to proceed following registration by the Comptroller and conclude three (3) years thereafter, with the option to extend for two (2) additional one (1) year periods at the City's sole discretion.
Article III. PRICE PAYMENT TERMS
A. Pricing
The City shall pay Contractor pursuant to the terms and conditions of this Agreement, a total not-to-exceed amount of $15,439,900.00, based on Fixed Cap Hourly Rates for consultant's job titles/levels of expertise as specified in the Contractor's Proposal, which is made part of this Agreement as Exhibit "4".
The City reserves the right to spend less than the total not-to-exceed amount of $15,439,900.00 specified in this Agreement.
The total not-to-exceed dollar amount represents the maximum spending "cap" associated with this contract action, and is not a guarantee that this or any sum has been committed to by the City. No fees will be paid and/or assured by the City beyond the costs associated with approved task orders released against this Agreement; all of which shall be subject to the terms of this Agreement
16 {PAGE}
B. The Contractor shall submit invoices on a monthly basis. Each of the monthly invoices shall be billed by the actual hours expended during that period on project activities and the invoice submitted reflects the total number of hours per consultant multiplied by that consultant's job title/level of expertise hourly rate, and shall be supported by time sheets of the individuals performing work during the monthly period. All invoices shall list the number of hours per resource expended and the hourly rate charged.
As stated in the Contractor's Proposal, there shall be no separate reimbursements for benefits, profit, overhead, administrative costs, travel and all other expenses in connection with the services as required hereunder.
Article IV. INCORPORATION
During the contract term, conflicts between the various documents [including the Back-Drop Contract, Mini-Bid Project Definitions, Contractor's Proposal, and any negotiated statement of work between Contractor and the City] shall be resolved in the following order of precedence:
Exhibit 1: Appendix A - Standard Clause for NYS Contracts Exhibit 2: Project Mini-Bid Project Definition Exhibit 3: RFP# S960275-E (Contract Document, including Appendix B) Exhibit 4: Contractor's Project Mini-Bid Proposal Exhibit 5: RFP# S960275-E, Contractor's Back-Drop Contract Proposal
The documents referenced above constitutes the entire Agreement between the parties thereto and no statement, promise condition, understanding, inducement ore representation, oral or written, expressed or implied, which is not contained herein shall be binding or valid and these contracts shall not be changed, modified or altered in any manner except by an instrument in writing executed by both parties hereto.
Article V. TASK LEVEL DOCUMENTATION
The contractor shall develop under the supervision of the Department of Information Technology and Telecommunication's (DOITT) Citywide GIS Utility and Program detailed descriptions of all tasks to be performed by the contractor during the three to five year term of the contract.
Task descriptions shall contain the following components:
1. Task Description: A short description of the task and task title. 2. Description of Task's Relationship To Building of the GIS Utility: A description of how the task relates to other tasks and how it also relates to the building of the overall GIS Utility. 3. Task Objectives and Deliverables: A description of task objectives and the specific deliverables associated with the task. Acceptance testing requirements will be specified. 4. Task Quality and Technical Standards: Quality and technical standards that tasks deliverables are required to meet. 5. Benefits Expected To Be Realize Through Completion of the Task: A concise cost benefit analysis that relates expected benefits of using the deliverable to the cost of creating it. 6. Task Steps, Step Descriptions, Expected Step Durations, Expected Step Hours, Expected Step Costs: A spreadsheet that lays out the various task steps with their cost and duration metrics with a focus on consultant costs. 7. Other Resources Necessary To Complete Task (HW, SW, Supplies, etc.): A listing of other cost components making up the deliverable or required for its development. 8. Total Cost Estimates: The combination of item 6 and item 7 into a total
337563
|
PlanGraphics
As referenced in this Agreement:
Plangraphics, Inc – of New York, acting through its Department of Information
Technology and Telecommunications, having offices at 11 MetroTech Center,
Brooklyn, New York 11201, and Plangraphics, Inc . located at 112 East Main
Street, Frankfort, Ky, 40601. (hereinafter referred to as "Contractor").
WITNESSETH:
WHEREAS, Geographic Information Systems (GIS) are understood _____________
Plangraphics , Inc – served by mailing the same by Registered or Certified
Mail, Return Receipt Requested, or U.S. Mail, or delivered by hand delivery, to:
Plangraphics , Inc ., 112 East Main Street, Frankfort, Ky, 40601, Attn: Mr. Gary
Reed, Chief Operating Officer, e-mail: garyreed@plangraphics.com, Tel:
1-800- _____________
Plangraphics, Inc – Frankfort, Ky, 40601, Attn: Mr. Gary
Reed, Chief Operating Officer, e-mail: garyreed@plangraphics.com, Tel:
1-800-788-2008 with copies to: Plangraphics, Inc . 1300 Spring Street - Suite
210, Silver Spring, MD 20910, Attn: Mr. Richard Goodden, Vice President, Eastern
Region, e-mail: rgoodden@plangraphics.com, _____________
Plangraphics, Inc – THE CITY OF NEW YORK
Department of Information
Technology and Telecommunications
By: /S/ (Signature illegible)
-----------------------------
Title: Assistant Commissioner/ACCO
----------------------------------
Date: 10/29/02
--------------
Plangraphics, Inc .
By: /S/ J. Gary Reed
--------------------
Title: Sr. Vice Pres/COO
------------------------
Date: 22 October 2002
---------------------
EIN: 61-0954403
---------------
Approved as to Form Approved _____________
PlanGraphics, Inc – SAY THAT (S)HE RESIDES IN THE CITY OF
Lexington, STATE OF Kentucky, THAT (S)HE IS THE Sr. Vice Pres./COO OF
PlanGraphics, Inc ., THE CORPORATION DESCRIBED IN AND WHICH EXECUTED THE
FOREGOING AGREEMENT; THAT (S)HE KNOWS THE SEAL OF SAID CORPORATION; THAT THE
SEAL _____________
dt 692328
| |
Preview
Full Doc
 | 2003 |
Agreement
Agreement (23K)
Doc #337565: Click preview link for longer preview.
AGREEMENT made and entered into this day of , in the year 20___ by and between the City of New York, acting through its Department of Information Technology and Telecommunications, having offices at 11 MetroTech Center, Brooklyn, New York 11201, and Plangraphics, Inc. located at 112 East Main Street, Frankfort, Ky, 40601. (hereinafter referred to as "Contractor").
WITNESSETH: -----------
WHEREAS, Geographic Information Systems (GIS) are understood to be an essential means by which the City can organize and represent its data and develop useful applications that enhance City operations and improve the quality of life for City residents and workers;
WHEREAS, GIS has been found to enable public safety agencies such as the Police Department, Fire Department and the Department of Emergency Management to organize their operations and select effective strategies to insure the safety of New Yorkers;
WHEREAS, to provide for continued GIS services to the City and to enable the further development of the Citywide GIS Utility and Program, the City of New York issued a Project Definition (PD) in accordance with the provisions of the State of New York's GIS System Integration Backdrop Contract;
WHEREAS, in response to said solicitation, Contractor submitted a Project Mini-Bid Proposal ("Proposal") dated January 21, 2002, a copy of which is included herein as Exhibit "4";
WHEREAS, the City has determined that the Contractor's Proposal meets City needs for GIS services in that their response was determined to be the most advantageous to the City;
WHEREAS, at the conclusion of the evaluation of the proposals received in response to the City's PD solicitation the City has decided to award an agreement to Plangraphics,
NOW THEREFORE, the parties hereto agree to the Contract as follows:
Article I. SUBJECT MATTER OF AGREEMENT
The Contractor shall provide the City with System Integration and Implementation Services For The Citywide Geographic Information Systems Utility as further defined in PD, which is made part of this Agreement as Exhibit "2".
{PAGE}
Article II. TERM OF AGREEMENT
The term of this Agreement shall commence upon notice to proceed following registration by the Comptroller and conclude three (3) years thereafter, with the option to extend for two (2) additional one (1) year periods at the City's sole discretion.
Article III. PRICE PAYMENT TERMS
A. Pricing
The City shall pay Contractor pursuant to the terms and conditions of this Agreement, a total not-to-exceed amount of $15,439,900.00, based on Fixed Cap Hourly Rates for consultant's job titles/levels of expertise as specified in the Contractor's Proposal, which is made part of this Agreement as Exhibit "4".
The City reserves the right to spend less than the total not-to-exceed amount of $15,439,900.00 specified in this Agreement.
The total not-to-exceed dollar amount represents the maximum spending "cap" associated with this contract action, and is not a guarantee that this or any sum has been committed to by the City. No fees will be paid and/or assured by the City beyond the costs associated with approved task orders released against this Agreement; all of which shall be subject to the terms of this Agreement
B. The Contractor shall submit invoices on a monthly basis. Each of the monthly invoices shall be billed by the actual hours expended during that period on project activities and the invoice submitted reflects the total number of hours per consultant multiplied by that consultant's job title/level of expertise hourly rate, and shall be supported by time sheets of the individuals performing work during the monthly period. All invoices shall list the number of hours per resource expended and the hourly rate charged.
As stated in the Contractor's Proposal, there shall be no separate reimbursements for benefits, profit, overhead, administrative costs, travel and all other expenses in connection with the services as required hereunder.
Article IV. INCORPORATION
During the contract term, conflicts between the various documents [including the Back-Drop Contract, Mini-Bid Project Definitions, Contractor's Proposal, and any negotiated statement of work between Contractor and the City] shall be resolved in the following order of precedence:
Exhibit 1: Appendix A - Standard Clause for NYS Contracts Exhibit 2: Project Mini-Bid Project Definition Exhibit 3: RFP# S960275-E (Contract Document, including Appendix B) Exhibit 4: Contractor's Project Mini-Bid Proposal Exhibit 5: RFP# S960275-E, Contractor's Back-Drop Contract Proposal
{PAGE}
The documents referenced above constitutes the entire Agreement between the parties thereto and no statement, promise condition, understanding, inducement ore representation, oral or written, expressed or implied, which is not contained herein shall be binding or valid and these contracts shall not be changed, modified or altered in any manner except by an instrument in writing executed by both parties hereto.
Article V. TASK LEVEL DOCUMENTATION
The contractor shall develop under the supervision of the Department of Information Technology and Telecommunication's (DOITT) Citywide GIS Utility and Program detailed descriptions of all tasks to be performed by the contractor during the three to five year term of the contract.
Task descriptions shall contain the following components:
1. Task Description: A short description of the task and task title. 2. Description of Task's Relationship To Building of the GIS Utility: A description of how the task relates to other tasks and how it also relates to the building of the overall GIS Utility. 3. Task Objectives and Deliverables: A description of task objectives and the specific deliverables associated with the task. Acceptance testing requirements will be specified. 4. Task Quality and Technical Standards: Quality and technical standards that tasks deliverables are required to meet. 5. Benefits Expected To Be Realize Through Completion of the Task: A concise cost benefit analysis that relates expected benefits of using the deliverable to the cost of creating it. 6. Task Steps, Step Descriptions, Expected Step Durations, Expected Step Hours, Expected Step Costs: A spreadsheet that lays out the various task steps with their cost and duration metrics with a focus on consultant costs. 7. Other Resources Necessary To Complete Task (HW, SW, Supplies, etc.): A listing of other cost components making up the deliverable or required
337565
|
PlanGraphics
As referenced in this Agreement:
Plangraphics, Inc – of New York, acting through its Department of Information Technology
and Telecommunications, having offices at 11 MetroTech Center, Brooklyn, New
York 11201, and Plangraphics, Inc . located at 112 East Main Street, Frankfort,
Ky, 40601. (hereinafter referred to as "Contractor").
WITNESSETH:
-----------
WHEREAS, Geographic Information Systems (GIS) are understood _____________
Plangraphics, Inc – served by mailing the same by Registered or Certified
Mail, Return Receipt Requested, or U.S. Mail, or delivered by hand delivery, to:
Plangraphics, Inc ., 112 East Main Street, Frankfort, Ky, 40601, Attn: Mr. Gary
Reed, Chief Operating Officer, e-mail: garyreed@plangraphics.com, Tel:
1-800- _____________
Plangraphics, Inc – Frankfort, Ky, 40601, Attn: Mr. Gary
Reed, Chief Operating Officer, e-mail: garyreed@plangraphics.com, Tel:
1-800-788-2008 with copies to: Plangraphics, Inc . 1300 Spring Street - Suite
210, Silver Spring, MD 20910, Attn: Mr. Richard Goodden, Vice President, Eastern
Region, e-mail: rgoodden@plangraphics.com, _____________
Plangraphics, Inc – on the date first
written above.
THE CITY OF NEW YORK
Department of Information
Technology and Telecommunications
By:___________________________
Title:________________________
Date:_________________________
Plangraphics, Inc .
By:___________________________
Title:________________________
Date:_________________________
EIN:__________________________
Approved as to Form
Certified as to Legal Authority
______________________________
Acting Corporation Counsel
Dated: _____________
Plangraphics, Inc – DIRECTORS OF
SAID CORPORATION; AND THAT (S)HE SIGNED HIS NAME THERETO BY LIKE ORDER.
__________________________________________
NOTARY PUBLIC OR COMMISSIONER OF DEEDS
{PAGE}
Plangraphics, Inc orporated
Contract Number CTC20030009095
LETTER AGREEMENT
The purpose of the letter agreement is to clarify Article II, Term of Agreement,
for the above- _____________
dt 692330
| |
Preview
Full Doc
 | 2001 |
Agreement for Services
Agreement for Services (5K)
Doc #337585: Click preview link for longer preview.
AGREEMENT FOR SERVICES
In consideration of the mutual promises and covenants herein, it is hereby
agreed between Integrated Spatial Information Solutions Inc. [hereinafter
referred to as "ISIS"], and Crossways Consulting Group Inc., 136 Washington
Spring Road, Palisades, NY 10964 [hereinafter referred to as "Consultant"], that
Consultant will perform the following services for ISIS [hereinafter referred to
as "Services"]:
1. SERVICES
--------
Support the development and successful execution of a rights . . .
337585
| | |
Full Doc
 | 2009 |
Bylaws
Bylaws (56K)
Doc #3511832: This document is immediately available for purchase, but does not have a preview available for viewing.
3511832
| | |
Full Doc
 | 2002 | |
PlanGraphics
As referenced in this Code of Ethics for Senior Financial Officers:
PlanGraphics, Inc – {DOCUMENT}
{TYPE}EX-99.3
{SEQUENCE}10
{FILENAME}isisexhib99-3.txt
{DESCRIPTION}CODE OF ETHICS
{TEXT}
Exhibit 99.3
PlanGraphics, Inc .
Code of Ethics for Senior Financial Officers
Senior financial officers hold an important and elevated role in corporate
governance. While members of _____________
dt 692337
| |
Full Doc
 | 2001 |
Convertible Promissory Note
Convertible Promissory Note (4K)
Doc #337587: This document is immediately available for purchase, but does not have a preview available for viewing.
337587
| | |
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 | 2002 |
Executive Employment Agreement
Executive Employment Agreement (37K)
Doc #337573: Click preview link for longer preview.
EXECUTIVE EMPLOYMENT AGREEMENT
This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is entered into as of this lst day of January, 2002, by and between PlanGraphics, Inc. ("Employer"), Integrated Spatial Information Solutions, Inc. ("ISIS") and J. Gary Reed ("Executive").
WHEREAS, Employer is a corporation organized under the laws of the state of Maryland and with its principal place of business in Frankfort, Kentucky; and
WHEREAS, ISIS is a corporation organized under the laws of the state of Colorado and with its principal places of business in Frankfort, Kentucky; and
WHEREAS, Employer is a wholly-owned subsidiary of ISIS; and
WHEREAS, Executive is an individual with knowledge and experience that are valuable to Employer; and
WHEREAS, Employer desires to employ Executive and Executive desires to accept such employment subject to the terms and conditions hereinafter set forth.
NOW THEREFORE, and in consideration of the mutual covenants and agreements hereinafter contained, the parties hereby agree as follows:
1. EMPLOYMENT
Employer hereby employs Executive and Executive hereby accepts employment by Employer, upon all of the terms and conditions as hereinafter set forth.
2. TERM
The term of this Agreement shall be for one year commencing on January 1, 2002, and ending on December 31, 2002 ("the Expiration Date"), unless renewed or extended by written agreement executed on or before the Expiration Date by Executive and by Employer with the approval of Management. As a courtesy to Executive, Employer shall indicate in writing its intent to renew or extend this Agreement at least thirty (30) days prior to the Expiration Date.
3. TERMINATION OF AGREEMENT
This Agreement shall terminate upon the occurrence of any of the following events:
(a) Upon written notice of termination from either party to the other party, which notice may be given at any time, with or without cause, and shall be effective thirty (30) days thereafter unless a different effective date is agreed in writing by the parties;
(b) Upon the expiration of this Agreement without renewal or extension as provided in paragraph 2 of this Agreement; or
(c) Upon Executive's death.
{PAGE}
Upon the termination of this Agreement, Executive shall be entitled to payment of compensation that is earned but unpaid for services rendered by Executive as of the date of termination of this Agreement. In addition, Executive shall be entitled to Separation Pay to the extent expressly set forth in Exhibit A to this Agreement, which pay shall become due and owing according to the schedule set forth in Exhibit A. However, Executive shall not be entitled to any compensation for services not yet performed, including services which could have been performed but for the termination of this Agreement.
At the discretion of Employer, Employer may (a) require that Executive continue to perform his duties during the period between notice pursuant to Section 3(a) of this Agreement and the resulting termination of this Agreement, or (b) relieve Executive of his duties during such period (while continuing to provide compensation and benefits in accordance with this Agreement).
4. DUTIES
Executive is employed by Employer as its Senior Vice President / Chief Operating Officer. The precise nature of Executive's duties shall be as defined by the Board of Directors of Employer and may be broadened, curtailed or otherwise modified by the Board of Directors from time to time in its sole discretion.
Executive agrees to devote his full working time, energy and professional talent to the performance of the duties of his position with Employer. Notwithstanding the foregoing, Executive may serve as a director or trustee of another organization upon the prior written consent of Management.
Executive's primary place of employment shall be Frankfort, Kentucky.
5. COMPENSATION
Executive's compensation under this Agreement shall be as set forth in Exhibit A, which is attached hereto and incorporated herein. Such compensation shall be paid in accordance with the payroll policies and procedures of Employer, as they may be modified from time to time at Employer's sole discretion.
Upon the termination of this Agreement, Executive shall have no further rights to compensation under this Agreement except for Separation Pay as provided in Exhibit A.
{PAGE}
6. TRADE SECRETS, INTELLECTUAL PROPERTY AND CONFIDENTIAL INFORMATION
a. Definitions.
For purposes of this Agreement, the following terms shall have the following definitions:
(i) "The ISIS Companies" shall mean ISIS and all subsidiaries of ISIS, both individually and collectively, throughout their history. (For example, "employment with the ISIS Companies" shall include all employment with any of the ISIS Companies, both before and after they became ISIS Companies, and "property of the ISIS Companies" shall include all property of any of the ISIS Companies, both before and after they became ISIS Companies, etc.)
(ii) "Trade Secrets" shall have the meaning ascribed to it in the Kentucky Uniform Trade Secrets Act, KRS ss.365.880, as such provision may be amended from time to time. The term "Trade Secrets" shall include all documents containing Trade Secrets.
(iii) "Intellectual Property" shall mean all products of human intelligence which have been protected or could be protected from appropriation or use by others through application of laws governing patent, trademark, copyright, or other similar protections, including but not limited to ideas, processes, trademarks, service marks, inventions, discoveries, and improvements to any of the foregoing, provided that such material relates to the services, methodologies or technologies used by or developed for the ISIS Companies during the course of Executive's employment with the ISIS Companies. The term "Intellectual Property" shall include all documents containing Intellectual Property.
337573
|
PlanGraphics
As referenced in this Executive Employment Agreement:
PlanGraphics, Inc – 1
EXECUTIVE EMPLOYMENT AGREEMENT
This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is entered into as of
this lst day of January, 2002, by and between PlanGraphics, Inc . ("Employer"),
Integrated Spatial Information Solutions, Inc. ("ISIS") and J. Gary Reed
("Executive").
WHEREAS, Employer is a corporation organized under the laws of _____________
PlanGraphics, Inc – the terms of this
Agreement shall be addressed to Employer as follows, unless Executive is
notified in writing of a change of address:
PlanGraphics, Inc .
112 East Main Street
Frankfurt, Kentucky 40601-2314
Any written notice to be given to Executive under the terms of this Agreement
_____________
PLANGRAPHICS, INC – for the indirect benefit that Executive's
service to Employer will provide to ISIS.
EXECUTED at Frankfort, Kentucky, on the date aforesaid.
EXECUTIVE: PLANGRAPHICS, INC .
/s/ J. Gary Reed By: /s/ John C. Antenucci
------------------------------- --------------------------------
J. Gary Reed, Sr. VP I COO John C. Antenucci,
President
INTEGRATED SPATIAL _____________
PLANGRAPHICS, INC – C. Antenucci,
President
INTEGRATED SPATIAL INFORMATION
SOLUTIONS, INC.
By: /s/ Gary Murray
-------------------------------
Gary Murray, Chairman
{PAGE}
EXHIBIT A
to
EXECUTIVE EMPLOYMENT AGREEMENT
between
PLANGRAPHICS, INC . ("Employer")
and
J. GARY REED ("Executive")
dated
January 1, 2002
During the term of the Agreement, Executive's compensation shall be as _____________
dt 692338
| |
Preview
Full Doc
 | 2002 |
Executive Employment Agreement
Executive Employment Agreement (43K)
Doc #337574: Click preview link for longer preview.
EXECUTIVE EMPLOYMENT AGREEMENT FREDERICK G. BEISSER
This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is entered into as of this 1st day of January, 2002, by and between Integrated Spatial Information Solutions, Inc. ("Employer" or "ISIS") and Frederick G. Beisser ("Executive").
WHEREAS, Employer is a corporation organized under the laws of the State of Colorado and with its principal place of business in Frankfort, Kentucky;
WHEREAS, Executive is an individual with knowledge and experience that are valuable to Employer; and
WHEREAS, Employer desires to employ Executive and Executive desires to accept such employment subject to the terms and conditions hereinafter set forth.
NOW THEREFORE, and in consideration of the mutual covenants and agreements hereinafter contained, the parties hereby agree as follows:
1. EMPLOYMENT
Employer hereby employs Executive and Executive hereby accepts employment by Employer, upon all of the terms and conditions as hereinafter set forth.
2. TERM
The term of this Agreement shall be for one (1) year commencing on January 1, 2002, and ending on December 31, 2002 ("the Expiration Date"), unless renewed or extended by written agreement executed on or before the Expiration Date by Executive and by Employer with the approval of Management. As a courtesy to Executive, Employer shall indicate in writing its intent to renew or extend this Agreement at least thirty (30) days prior to the Expiration Date.
3. TERMINATION OF AGREEMENT
This Agreement shall terminate upon the occurrence of any of the following events:
(a) Upon written notice of termination from either party to the other party, which notice maybe given at any time, with or without cause, and shall be effective thirty (30) days thereafter unless a different effective date is agreed in writing by the parties;
(b) Upon the expiration of this Agreement without renewal or extension as provided in paragraph 2 of this Agreement; or
{PAGE}
(c) Upon Executive's death.
Upon the termination of this Agreement, Executive shall be entitled to payment of compensation that is earned but unpaid for services rendered by Executive as of the date of termination of this Agreement. In addition, Executive shall be entitled to Separation Pay to the extent expressly set forth in Exhibit A to this Agreement, which pay shall become due and owing according to the schedule set forth in Exhibit A. However, Executive shall not be entitled to any compensation for services not yet performed, including services which could have been performed but for the termination of this Agreement.
At the discretion of Employer, Employer may (a) require that Executive continue to perform his duties during the period between notice pursuant to Section 3(a) of this Agreement and the resulting termination of this Agreement, or (b) relieve Executive of his duties during such period (while continuing to provide compensation and benefits in accordance with this Agreement).
4. DUTIES
Executive is employed by Employer as its Senior Vice President of Finance. The precise nature of Executive's duties and responsibilities shall be as defined by Management and may be broadened, curtailed or otherwise modified by Management from time to time in its sole discretion.
Executive shall be expected to work a normal workweek of a minimum of forty (40) hours on average through the course of each quarterunless otherwise agreed in writing by the parties, and Executive agrees to devote his time, energy and professional talent to the performance of the duties of his position with Employer during those hours. Notwithstanding the foregoing, Executive may serve as a director or trustee of another organization upon the prior written consent of Management or as was already disclosed to Employer in public filings prior to the date of this Agreement.
Executive's primary place of employment shall be Parker, Colorado, or such other location within thirty (30) air miles of the Colorado State Capitol Building as may be selected by the Board of Directors of Employer in its sole discretion. Except where travel is required by Employer or otherwise necessary to the performance of the duties, Executive shall have the right to perform his duties out of any personal residence he may have, provided that the exercise of such right does not interfere with Executive's ability to perform his duties effectively or otherwise result in behavior or actions injurious to Employer.
5. COMPENSATION
Executive's compensation under this Agreement shall be as set forth in Exhibit A, which is attached hereto and incorporated herein. Such compensation shall be paid in accordance with the payroll policies and procedures of Employer, as they may be modified from time to time at Employer's sole discretion.
2
{PAGE}
Upon the termination of this Agreement, Executive shall have no further rights to compensation under this Agreement except for Separation Pay as provided in Exhibit A.
6. TRADE SECRETS, INTELLECTUAL PROPERTY AND CONFIDENTIAL INFORMATION
a. Definitions.
For purposes of this Agreement, the following terms shall have the following definitions:
(i) "The ISIS Companies" shall mean ISIS and all subsidiaries of ISIS, both individually and collectively, throughout their histories. (For example, "employment with the ISIS Companies" shall include all employment with any of the ISIS Companies, both before and after they became ISIS Companies, and "property of the ISIS Companies" shall include all property of any of the ISIS Companies, both before and after they became ISIS Companies, etc.)
(ii) "Trade Secrets" shall have the meaning ascribed to it in the Kentucky Uniform Trade Secrets Act, KRS ss.365.880, as such provision may be amended from time to time. The term "Trade Secrets" shall include all documents containing Trade Secrets.
(iii) "Intellectual Property" shall mean all products of human intelligence which have been protected or could be protected from appropriation or use by others through application of laws governing patent, trademark, copyright, or other similar protections, including but not limited to ideas, processes, trademarks, service marks, inventions, discoveries, and improvements to any of the foregoing, provided that such material relates to the services, methodologies or technologies used by or developed for the ISIS Companies during the course of Executive's employment with the ISIS Companies or any predecessor of ISIS. The term "Intellectual Property" shall include all documents containing Intellectual Property.
(iv) "Confidential Information" shall mean all non-public information concerning the business or the operation of the business of the ISIS Companies, including but not limited to information
337574
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Full Doc
 | 2002 |
Executive Employment Agreement
Executive Employment Agreement (51K)
Doc #337575: Click preview link for longer preview.
EXECUTIVE EMPLOYMENT AGREEMENT
This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is entered into as of this 1st day of May, 2002, by and between Integrated Spatial Information Solutions, Inc. ("Employer" or "ISIS") and John C. Antenucci ("Executive").
WHEREAS, Employer is a corporation organized under the laws of the state of Colorado and with its principal places of business in Frankfort, Kentucky; and
WHEREAS, Executive is an individual with knowledge and experience that are valuable to Employer; and
WHEREAS, Employer desires to employ Executive and Executive desires to accept such employment subject to the terms and conditions hereinafter set forth.
NOW THEREFORE, and in consideration of the mutual covenants and agreements hereinafter contained, the parties hereby agree as follows:
1. EMPLOYMENT
Employer hereby employs Executive and Executive hereby accepts employment by Employer, upon all of the terms and conditions as hereinafter set forth.
2. TERM
The term of this Agreement shall be for three (3) years commencing on May 1, 2002, and ending on April 30, 2005 ("the Expiration Date"), unless renewed or extended by written agreement executed on or before the Expiration Date by Executive and by Employer with the approval of Management. As a courtesy to Executive, Employer shall indicate in writing its intent to renew or extend this Agreement at least thirty (30) days prior to the Expiration Date.
3. TERMINATION OF AGREEMENT
This Agreement shall terminate upon the occurrence of any of the following events:
(a) Upon written notice of termination from either party to the other party, which notice may be given at any time, with or without cause, and shall be effective ninety days (90) days thereafter unless a different effective date is agreed in writing by the parties;
(b) Upon the expiration of this Agreement without renewal or extension as provided in paragraph 2 of this Agreement; or
(c) Upon Executive's death.
{PAGE}
Upon the termination of this Agreement, Executive shall be entitled to payment of compensation that is earned but unpaid for services rendered by Executive as of the date of termination of this Agreement. In addition, Executive shall be entitled to Separation Pay to the extent expressly set forth in Exhibit A to this Agreement, which pay shall become due and owing according to the schedule set forth in Exhibit A. However, Executive shall not be entitled to any compensation for services not yet performed, including services which could have been performed but for the termination of this Agreement.
At the discretion of Employer, Employer may (a) require that Executive continue to perform his duties during the period between notice pursuant to Section 3(a) of this Agreement and the resulting termination of this Agreement, or (b) relieve Executive of his duties during such period (while continuing to provide compensation and benefits in accordance with this Agreement).
4. DUTIES
Executive is employed by Employer as its Chief Executive Officer and President and shall also serve as Chief Executive Officer and President of Employer's wholly-owned subsidiary, PlanGraphics, Inc. ("PlanGraphics"). The precise nature of Executive's duties shall be as defined by the Board of Directors of Employer and may be broadened, curtailed or otherwise modified by the Board of Directors of Employer from time to time in its sole discretion.
Executive agrees to devote his full working time, energy and professional talent to the performance of the duties of his position with Employer. Notwithstanding the foregoing, Executive may serve as a director or trustee of another organization upon the prior written consent of Management.
During the term of this Agreement, Employer shall nominate Executive for election to the Board of Directors of Employer and to the Board of Directors of PlanGraphics as a member of the management slate at each annual meeting of the stockholders of those companies, or at each meeting of the stockholders at which his class, if such class be designated, comes up for election.
Executive's primary place of employment shall be Frankfort, Kentucky.
5. COMPENSATION
Executive's compensation under this Agreement shall be as set forth in Exhibit A, which is attached hereto and incorporated herein. Such compensation shall be paid in accordance with the payroll policies and procedures of Employer, as they may be modified from time to time at Employer's sole discretion.
Upon the termination of this Agreement, Executive shall have no further rights to compensation under this Agreement except for Separation Pay as provided in Exhibit A.
2
{PAGE}
6. TRADE SECRETS, INTELLECTUAL PROPERTY AND CONFIDENTIAL INFORMATION
a. Definitions.
For purposes of this Agreement, the following terms shall have the following definitions:
(i) "The ISIS Companies" shall mean ISIS and all subsidiaries of ISIS, both individually and collectively, throughout their history. (For example, "employment with the ISIS Companies" shall include all employment with any of the ISIS Companies, both before and after they became ISIS Companies, and "property of the ISIS Companies" shall include all property of any of the ISIS Companies, both before and after they became ISIS Companies, etc.)
(ii) "Trade Secrets" shall have the meaning ascribed to it in the Kentucky Uniform Trade Secrets Act, KRS ss.365.880, as such provision may be amended from time to time. The term "Trade Secrets" shall include all documents containing Trade Secrets.
(iii) "Intellectual Property" shall mean all products of human intelligence which have been protected or could be protected from appropriation or use by others through application of laws governing patent, trademark, copyright, or other similar protections, including but not limited to ideas, processes, trademarks, service marks, inventions, discoveries, and improvements to any of the foregoing, provided that such materials relates to the services, methodologies or technologies used by or developed for the ISIS Companies during the course of Executive's employment with the ISIS Companies. The term Intellectual Property" shall include all documents containing Intellectual Property.
(iv) "Confidential Information" shall mean all non-public information concerning the business or the operation of the business of the ISIS Companies, including but not limited to information concerning: operations, organization or management; finances; business plans and strategies; clients; relationships with contractors and vendors; proprietary or specialized computer software; employees; products and services; equipment and systems; and prospective and executed contracts and other
337575
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PlanGraphics
As referenced in this Executive Employment Agreement:
PlanGraphics, Inc – as its Chief Executive Officer and
President and shall also serve as Chief Executive Officer and President of
Employer's wholly-owned subsidiary, PlanGraphics, Inc . ("PlanGraphics"). The
precise nature of Executive's duties shall be as defined by the Board of
Directors of Employer and may be _____________
dt 692339
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Full Doc
 | 2009 |
Executive Employment Agreement
Executive Employment Agreement (2K)
Doc #3825230: This document is immediately available for purchase, but does not have a preview available for viewing.
3825230
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Preview
Full Doc
 | 2004 |
Forbearance Agreement
Forbearance Agreement (53K)
Doc #337556: Click preview link for longer preview.
FORBEARANCE AGREEMENT
THIS FORBEARANCE AGREEMENT ("AGREEMENT") is made as of October 22, 2004, by and
among PLANGRAPHICS, INC., a Maryland corporation ("BORROWER"), JOHN C. ANTENUCCI
and ROBIN L. ANTENUCCI (collectively, the "GUARANTORS"), and PLANGRAPHICS, INC.,
a Colorado corporation ("ADDITIONAL GUARANTOR"), and BRANCH BANKING AND TRUST
COMPANY, a North Carolina banking corporation ("BANK"). The BORROWER and the
GUARANTORS are hereafter collectively referred to as the "SUBJECT OBLIGORS." . . .
337556
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PlanGraphics
As referenced in this Forbearance Agreement:
PLANGRAPHICS, INC – txt
{DESCRIPTION}AGREEMENT
{TEXT}
Exhibit 10.1
FORBEARANCE AGREEMENT
THIS FORBEARANCE AGREEMENT ("AGREEMENT") is made as of October 22, 2004, by and
among PLANGRAPHICS, INC ., a Maryland corporation ("BORROWER"), JOHN C. ANTENUCCI
and ROBIN L. ANTENUCCI (collectively, the "GUARANTORS"), and PLANGRAPHICS, INC.,
a Colorado corporation ("ADDITIONAL GUARANTOR"), _____________
PLANGRAPHICS, INC – October 22, 2004, by and
among PLANGRAPHICS, INC., a Maryland corporation ("BORROWER"), JOHN C. ANTENUCCI
and ROBIN L. ANTENUCCI (collectively, the "GUARANTORS"), and PLANGRAPHICS, INC .,
a Colorado corporation ("ADDITIONAL GUARANTOR"), and BRANCH BANKING AND TRUST
COMPANY, a North Carolina banking corporation ("BANK"). The BORROWER and the
GUARANTORS _____________
PlanGraphics, Inc – If to the BANK:
Branch Banking & Trust Company
1100 Wayne Avenue
Silver Spring, Maryland 20910
Attn: Andrew P. Shambarger
If to the OBLIGORS:
PlanGraphics, Inc ., a Maryland corporation
PlanGraphics, Inc., a Colorado corporation
John C. Antenucci
Robin L. Antenucci
112 East Main Street
Frankfort, Kentucky 40601
45. _____________
PlanGraphics, Inc – Banking & Trust Company
1100 Wayne Avenue
Silver Spring, Maryland 20910
Attn: Andrew P. Shambarger
If to the OBLIGORS:
PlanGraphics, Inc., a Maryland corporation
PlanGraphics, Inc ., a Colorado corporation
John C. Antenucci
Robin L. Antenucci
112 East Main Street
Frankfort, Kentucky 40601
45. Waiver Of Jury Trial. The _____________
PLANGRAPHICS, INC – executed this AGREEMENT as of the
date first written above with the specific intention of creating an instrument
under seal.
WITNESS/ATTEST: OBLIGORS:
PLANGRAPHICS, INC .,
A Maryland Corporation
By:/S/ John C. Antenucci (SEAL)
--------------------- -------------------------------
John C. Antenucci, President
WITNESS/ATTEST: OBLIGORS:
PLANGRAPHICS, INC.,
A Colorado Corporation
By:/ _____________
dt 692321
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National City
As referenced in this Forbearance Agreement:
National City Bank – security interest against any of
the COLLATERAL. The OBLIGORS further represent and warrant to the BANK that the
BORROWER is not indebted to National City Bank of Kentucky for any amount of
money and that the financing statement previously recorded against the BORROWER
by National City Bank of Kentucky _____________
National City Bank – indebted to National City Bank of Kentucky for any amount of
money and that the financing statement previously recorded against the BORROWER
by National City Bank of Kentucky on or about June 26, 2000 (Original Lien
Number XXXXX0723) (the "NATIONAL CITY FINANCING STATEMENT") among the financing
statement records of _____________
National City Bank – terminated. Within three (3) business days after the execution
of this AGREEMENT, the BORROWER shall cause a termination statement to be filed
by National City Bank of Kentucky in the Maryland State Department of
Assessments and Taxation in order to terminate the NATIONAL CITY FINANCING
STATEMENT and shall provide _____________
dt 699565
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Full Doc
 | 2001 |
Guaranty
Guaranty (8K)
Doc #337589: Click preview link for longer preview.
GUARANTY
THIS GUARANTY is given as of the ___ day of February, 2001, by Integrated
Spatial Information Solutions, Inc., a Colorado corporation having its
administrative offices at Plaza Center, 19039 East Plaza Drive, Suite 245,
Parker, Colorado 80134 ("ISIS"), in favor of Human Vision L.L.C., a Maryland
limited liability company having its principal office at 8181 Professional
Place, Suite 200, Landover, Maryland 20785 ("Human Vision").
RECITALS:
A. ISIS is the sole shareholder . . .
337589
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PlanGraphics
As referenced in this Guaranty:
PlanGraphics, Inc – having its principal office at 8181 Professional
Place, Suite 200, Landover, Maryland 20785 ("Human Vision").
RECITALS:
A. ISIS is the sole shareholder of PlanGraphics, Inc ., a Maryland
corporation having its principal office at 112 East Main Street, Frankfort,
Kentucky 40601 ("PlanGraphics").
B. PlanGraphics desires to extend its _____________
dt 692343
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National City
As referenced in this Guaranty:
National City Bank – having its principal office at 112 East Main Street, Frankfort,
Kentucky 40601 ("PlanGraphics").
B. PlanGraphics desires to extend its financing arrangement ("Loan") with
National City Bank of Kentucky ("Bank") under that certain loan agreement,
security agreement and related instruments between PlanGraphics and the Bank
dated November 5, 1999 ("Loan _____________
dt 699567
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 | 2005 |
Master Factoring Agreement
Master Factoring Agreement (42K)
Doc #1074324: Click preview link for longer preview.
MASTER FACTORING AGREEMENT
THIS MASTER FACTORING AGREEMENT (this "Agreement") is made and entered into as
of the 14th day of February, 2005, by and between PLANGRAPHICS, INC, a
corporation organized and existing under the laws of Maryland (referred to
throughout this Agreement as "you", "your" and "yours"), and ROCKLAND CREDIT
FINANCE LLC, a Maryland limited liability company (referred to throughout this
Agreement as "we", "us", "our" and "ours").
1. PURCHASE AND SALE OF ACCOUNTS . . .
1074324
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PlanGraphics
As referenced in this Master Factoring Agreement:
PLANGRAPHICS, INC – AGREEMENT
Exhibit 10.1
MASTER FACTORING AGREEMENT
THIS MASTER FACTORING AGREEMENT (this "Agreement") is made and entered into as
of the 14th day of February, 2005, by and between PLANGRAPHICS, INC , a
corporation organized and existing under the laws of Maryland (referred to
throughout this Agreement as "you", "your" and "yours"), and ROCKLAND CREDIT
FINANCE LLC, a Maryland limited liability _____________
PlanGraphics, Inc – face value of all Accounts offered by you and purchased by us during the
three-month period then ended is less than $500,000 (the "Guaranteed Monthly
Volume"), you and PlanGraphics, Inc will be jointly and severally responsible
for paying to us as a supplemental fee for the month then ended an amount equal
to the Discount Fee we would have _____________
PlanGraphics, Inc – construction in favor of or against either party.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement under seal
as of the day and year first above written.
PlanGraphics, Inc . ROCKLAND CREDIT FINANCE LLC
[full corporate name of client]
By /S/ John C. Antenucci By
(SEAL) (SEAL)
[notarized signature of authorized officer] Name: Not Available at time of
filing. _____________
dt 1550347
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Full Doc
 | 2001 |
Letter Agreement
Letter Agreement (10K)
Doc #337586: Click preview link for longer preview.
[Brean Murray letterhead]
March 13, 2001
John Antenucci President Integrated Spatial Information Solutions, Inc. 112 East Main Street Frankfort, KY 40601
Gentlemen:
This Letter Agreement ("Agreement") will confirm the understanding between Integrated Spatial Information Solutions, Inc. (the "Company" or "ISIS"), and Brean Murray & Co., Inc. ("BMCI").
Commencing February 26, 2001 and through the period ending December 31, 2001, the Company retains BMCI and BMCI agrees to perform such financial advisory services on matters relating to corporate finance and recapitalization and more specifically, related to the development and execution of a rights offering of ISIS common stock. ISIS or BMCI may terminate this Agreement upon thirty days' written notice subsequent to a rights' offering or other recapitalization event as anticipated by this Agreement.
It is anticipated that, at various points in time, the Company may request that BMCI perform a specific financial advisory service or services, which may include written advice in the format generally referred to as "Fairness Opinions." In each such case, a separate agreement will be negotiated which will set forth the services which the Company desires BMCI to render, which agreement will establish the fees payable to BMCI for such services. The teams assembled by BMCI will include such members of BMCI's corporate finance and research staff as may be required given the nature of the particular transaction.
BMCI shall perform such services as an independent contractor and not as an employee of ISIS. As such, BMCI shall not be entitled to or claim any benefits or right accorded to the employees of ISIS.
In consideration of the performance by BMCI of such services, and in lieu of BMCI's normal annual retainer, the Company will issue to BMCI or its designees upon closing of a recapitalization event or concurrent with a rights offering, warrants, in the form annexed as Appendix A to this agreement, to purchase 2% of the common shares outstanding after the rights offering, but without reference to any rights which will be offered to Crossways Consulting Group for various
{PAGE}
services rendered. The warrants issued to BMCI will expire five years after the date of issuance and will be exercisable at a price of equal to 110% of the exercise price of the rights or a 10% premium to the per share investment price of a recapitalization event. In light of paragraph 1(b) of Appendix "A," BMCI will not receive any demand registration rights, but the Company will grant to BMCI rights to two "piggyback" registrations with respect to offerings of shares issued upon exercise of Warrants. The aforementioned registrations will be at the expense of the Company.
The Company will reimburse BMCI for all out-of-pocket expenses incurred in carrying out the terms of this Agreement, provided that any single out-of-pocket
337586
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Full Doc
 | 2004 |
Plangraphics Moves Audit Forward; Line of Credit Update
Plangraphics Moves Audit Forward; Line of Credit Update (2K)
Doc #337557: Click preview link for longer preview.
Press Release For release Immediate Release on October 27, 2004
PlanGraphics moves audit forward; line of credit update
FRANKFORT, Ky., October 27, 2004--PlanGraphics, Inc. (Pink Sheets: PGRA) is providing the following information for the benefit of shareholders and investors.
Credit facility status. PlanGraphics and Branch Banking and Trust have entered into a forbearance agreement for use of the expired asset based line of credit. The forbearance agreement, which provides for funding of up to 70 percent of the value of eligible accounts receivable, requires that PlanGraphics make its best efforts to arrange other financing. The forbearance agreement expires on December 3, 2004 and can be extended
Pending SEC reports. On October 26, 2004 PlanGraphics paid its auditors the accrued amounts due for its fiscal year 2003 end of year audit work completed to date plus the remaining work related to that audit. Management expects the remaining audit procedures will be completed promptly as well as the interim periodic report reviews. Management will file the required SEC reports as they are finalized and again be in full compliance with SEC requirements.
PlanGraphics, Inc. founded in 1979, is a full life-cycle systems integration and implementation firm providing a broad range of services in the design and implementation of information technology in the public and commercial sectors. PlanGraphics' experience with spatial information systems and e-services capabilities provides a critical discriminator among other IT consulting and integration firms. PlanGraphics has headquarters in Frankfort, Ky., and regional offices in Maryland, Colorado and New York. On the Web: www.plangraphics.com.
####
Contact: Fred Beisser, Senior Vice President - Finance, Tel: 720 851-0716 or email: FBeisser@PlanGraphics.com
{/TEXT} {/DOCUMENT}
337557
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PlanGraphics
As referenced in this Plangraphics Moves Audit Forward; Line of Credit Update:
-PlanGraphics, Inc – Press Release
For release Immediate Release on October 27, 2004
PlanGraphics moves audit forward; line of credit update
FRANKFORT, Ky., October 27, 2004--PlanGraphics, Inc . (Pink Sheets: PGRA) is
providing the following information for the benefit of shareholders and
investors.
Credit facility status. PlanGraphics and Branch Banking _____________
PlanGraphics, Inc – periodic report reviews. Management will file the required SEC reports as they
are finalized and again be in full compliance with SEC requirements.
PlanGraphics, Inc . founded in 1979, is a full life-cycle systems integration and
implementation firm providing a broad range of services in the design _____________
dt 692322
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Preview
Full Doc
 | 2003 |
Note Modification Agreement
Note Modification Agreement (20K)
Doc #337562: Click preview link for longer preview.
PLANGRAPHICS, INC. 9550276302 00004 Address 112 E MAIN ST Customer Number Note Number FRANKFORT, KY 40601-2314
BB&T NOTE MODIFICATION AGREEMENT
$750,000 02/15/2002 $750,000 4/10/2003 -------- ---------- -------- --------- Original Amount of Note Original Date Modification Amount Modification Date
This Note Modification Agreement (hereinafter Agreement) is made and entered into this 10th day of April 2003 and between
PLANGRAPHICS, INC. --------------------------------------------------------------------------------
maker(s) co-maker(s), endorser(s), or other obligor(s) on the Promissory Note (as defined below), hereinafter also referred to jointly and severally as Borrower(s); Branch Banking and Trust Company, a North Carolina banking corporation, hereinafter referred to as Bank; and _____________
owners other than Borrower(s) (if any) of any property pledged to secure performance of Borrower(s)'s Obligations to Bank, hereinafter referred to jointly and severally as Debtor(s)/Grantor(s). Witnesseth: Whereas, Borrower(s) has previously executed a Promissory Note payable to Bank, which Promissory Note includes the original Promissory Note and all renewals, extensions and modifications thereof, collectively "Promissory Note", said Promissory Note being more particularly identified by description of the original note above; and Borrower(s) and Bank agree that said Promissory Note be modified only to the limited extent as is hereinafter set forth; that all other terms, conditions, and covenants of said Promissory Note remain in full force and effect, and that all other obligations and covenants of Borrower(s), except as herein modified, shall remain in full force and effect, and binding between Borrower(s) and Bank; and Whereas Debtor(s)/Grantor(s), if different from Borrower(s), has agreed to the terms of this modification; NOW THEREFORE, in mutual consideration of the premises, the sum of Ten Dollars ($10) and other good and valuable consideration, each to the other parties paid , the parties hereto agree that said Promissory Note is amended as hereinafter described:
[ ] Borrower shall pay a prepayment penalty as set forth in the Prepayment Penalty Addendum attached hereto.
INTEREST RATE. PRINCIPAL AND INTEREST PAYMENT TERM MODIFICATIONS (To the extent no change is made, existing terms continue. Sections not completed are deleted.) ? Interest shall accrue from the date hereof on the unpaid principal balance outstanding from time to time at the: [ ] Fixed Rate of % per annum. [X] Variable rate of the Bank's Prime Rate plus 2.000 % per annum to be adjusted [ ]daily [ ] monthly beginning on the [ ] 1st [ ] 15th day of __________________ [ ] quarterly beginning on the [ ] 1st [ ] 15th day of___________________ as the Bank's Prime Rate changes.
[ ] As of the Modification Date. any fixed, floating. or average maximum rate and fixed minimum rate in effect by virtue of the Promissory Note(s) are hereby deleted. If checked here [ ] the interest rate will not exceed a(n) [ ] fixed [ ] average maximum rate of ______ % or a [ ] floating maximum rate of the greater of________% or the Bank's Prime Rate; and the interest rate will not decrease below a fixed minimum rate of ______ %. If an average maximum rate is specified, a determination of any required reimbursement of interest by Bank will be made: [ ] when the Note is repaid in full by Borrower [ ] annually beginning on ___________________ .
[ ] _____________________________________________________________________
Principal and interest are payable as follows:
[X] Principal (plus any accrued interest not otherwise scheduled herein) } [ ] Principal plus accrued interest } is due in full at maturity on 06/15/2003 [ ] Payable in consecutive __________ installments of [ ] Principal } [ ] Principal and interest} commencing on ______________ and continuing on the same day of each calendar period thereafter, in __________ equal payments of $______, with one final payment of all remaining principal and accrued interest due on _________________ . [ ] ChoiceLine Payment Option: 2% of outstanding balance is payable monthly commencing on ______________________ and continuing on the same day of each month thereafter, with one final payment of all remaining principal and accrued on ______________________________. [X] Accrued interest is payable Monthly commencing on May 15, 2003 and continuing on the same day of each calendar period thereafter, with one final payment of all remaining interest due on June 15, 2003. [ ] Bank reserves the right in its sole discretion to adjust the fixed payment
337562
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PlanGraphics
As referenced in this Note Modification Agreement:
PLANGRAPHICS, INC – {DOCUMENT}
{TYPE}EX-10.1
{SEQUENCE}3
{FILENAME}ex10-1plang.txt
{DESCRIPTION}AGREEMENT
{TEXT}
Exhibit 10.1
PLANGRAPHICS, INC . 9550276302 00004
Address 112 E MAIN ST Customer Number Note Number
FRANKFORT, KY 40601-2314
BB&T
NOTE MODIFICATION AGREEMENT
$750,000 _____________
PLANGRAPHICS, INC – Modification Amount Modification Date
This Note Modification Agreement (hereinafter Agreement) is made and entered
into this 10th day of April 2003 and between
PLANGRAPHICS, INC .
--------------------------------------------------------------------------------
maker(s) co-maker(s), endorser(s), or other obligor(s) on the Promissory Note
(as defined below), hereinafter also referred to _____________
PLANGRAPHICS, INC – of Primary Borrower
Signature of Secondary Borrower
(SIGNATURES ON FOLLOWING PAGE)
Page 3 of 4
{PAGE}
BB&T
NOTE MODIFICATION SIGNATURE PAGE
Borrower: PLANGRAPHICS, INC .
Account Number: 9550276302 Note Number: 00004
Modification Amount: 750,000 Modification Date: 04/10/2003
Witness the hand and seal of the _____________
PLANGRAPHICS, INC – the word or symbol for "seal" appearing beside or near his signature
below.
If Borrower is a Corporation:
Attest: /S/ Gary W. Murphy PLANGRAPHICS, INC .
Gary W. Murphy Name of Corporation
Title: CFO/Treasurer By: /S/ John C. Antenucci
Title: President
Circle
Corporation (Affix seal or insert _____________
dt 692327
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Full Doc
 | 2003 |
Notification of Late Filing
Notification of Late Filing (5K)
Doc #337558: This document is immediately available for purchase, but does not have a preview available for viewing.
337558
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PlanGraphics
As referenced in this Notification of Late Filing:
PlanGraphics, Inc – notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates.
----------------------------------------------------------------------
PART I: - REGISTRANT INFORMATION
PlanGraphics, Inc .
----------------------------------------------------------------------
Full Name of Registrant
----------------------------------------------------------------------
Former Name if Applicable
112 East Main Street
Frankfort, KY 40601
----------------------------------------------------------------------
Address of Principal Executive Office (Street and _____________
PlanGraphics, Inc – anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.
{PAGE}
PlanGraphics, Inc .
------------------------------------------
Name of Registrant as Specified in Charter
has caused this notification to be signed on its behalf by the undersigned
thereunto duly _____________
dt 692323
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Full Doc
 | 2001 |
Notification of Late Filing
Notification of Late Filing (7K)
Doc #337583: This document is immediately available for purchase, but does not have a preview available for viewing.
337583
| | |
Full Doc
 | 2001 |
Notification of Late Filing
Notification of Late Filing (5K)
Doc #337590: This document is immediately available for purchase, but does not have a preview available for viewing.
337590
| | |