SECOND BRIDGE LOAN AGREEMENT

      THIS  SECOND  BRIDGE LOAN  AGREEMENT  (this  "Agreement"),  is dated as of
December  15,  2005,  by and between  NEOMEDIA  TECHNOLOGIES,  INC.,  a Delaware
corporation  ("NeoMedia"),  and MOBOT, INC., a Delaware corporation ("Mobot" and
together with NeoMedia, the "Parties" and each a "Party").

                                    RECITALS:

      WHEREAS,  the Parties  have entered  into a  non-binding  Letter of Intent
dated as of July 26, 2005 (the "LOI")  pursuant to which the Parties have agreed
to enter into good faith  negotiations  and use their best  efforts to execute a
mutually  agreeable,  definitive Merger Agreement (the "Merger Agreement") under
which  NeoMedia  will  acquire  Mobot  by way  of the  merger  of  Mobot  with a
subsidiary of NeoMedia;

      WHEREAS,  NeoMedia  has  provided  to Mobot and Mobot  has  received  from
NeoMedia a bridge  loan in the amount of  $600,000  in the form of a  Promissory
Note, dated July 27, 2005 (the "Promissory  Note"),  and subsequent  advances of
$200,000 and $200,000 governed by the terms of the Promissory Note; and

      WHEREAS, NeoMedia desires to advance to Mobot and Mobot desires to receive
from NeoMedia a second  bridge loan in an amount equal to Five Hundred  Thousand
Dollars ($500,000) pursuant to the terms set forth herein and in accordance with
certain terms set forth in the Promissory Note.

                                   AGREEMENT:

      NOW,  THEREFORE,  in consideration of the mutual promises,  conditions and
covenants contained herein, and for other good and valuable  consideration,  the
receipt of which is hereby acknowledged, the Parties hereto agree as follows:

      1. ADVANCE AMOUNT.  NeoMedia will deliver to Mobot, and Mobot will receive
from NeoMedia,  an amount equal to Five Hundred Thousand  Dollars  ($500,000) in
cash (the  "Advance  Amount")  within twenty four (24) hours of the execution of
this Agreement.

      2.  REPAYMENT OF ADVANCE  AMOUNT.  The Advance  Amount will be forgiven by
NeoMedia  (a) upon the closing of a merger  between the  Parties,  or (b) in the
event that NeoMedia  terminates merger  discussions with Mobot prior to February
15, 2006 by providing  written notice of such termination to Mobot prior to such
date,  or (c) in the event  that the  proposed  merger  fails to close  prior to
February 15, 2006 (other than by reason of a Mobot Failure,  as defined  below).
If the  proposed  merger  fails to close prior to February  15, 2006 because (a)
Mobot refuses to execute a Merger  Agreement that is  substantially  the same as
and contains  terms that are no less  favorable to Mobot than those  proposed by
Mobot in its draft of  December  1, 2005  (except  that the date for the closing
shall be a date  prior to  February  15,  2006) or (b) Mobot  terminates  merger
discussions  prior to February  15,  2006 by  providing  written  notice of such
termination  to  NeoMedia  prior to such  date  (either  such  event is a "Mobot
Failure"),  then the  Advance  Amount will be  converted  into shares of Mobot's
common stock in the manner described in Section 7 of the Promissory Note (except
that such conversion shall be automatic and not at the election of NeoMedia) and
the  remaining  terms of such Section 7 shall apply to such  conversion  and the
shares issued upon such conversion.

<PAGE>

      3. GOVERNING LAW; JURISDICTION. All questions concerning the construction,
validity,  enforcement and interpretation of this Agreement shall be governed by
the internal laws of the State of Florida,  without  giving effect to any choice
of law or conflict of law  provision or rule (whether of the State of Florida or
any other  jurisdictions)  that would cause the  application  of the laws of any
jurisdictions  other than the State of  Florida.  The Parties (i) agree than any
legal suit,  action or proceeding  arising out of or relating to this  Agreement
shall be  instituted  only in a Federal  or state  court in  Miami-Dade  County,
Florida,  (ii) waive any objection  which they may now or hereafter  have to the
laying of the venue of any such suit, action or proceeding,  including,  without
limitation,  any  objection  based  on  the  assertion  that  such  venue  is an
incovenient  forum and (iii)  irrevocably  submit  to the  jurisdiction  of such
Federal or state court in Miami-Dade County, Florida in any such suit, action or
proceeding.  The  Parties  hereto  agree that the  mailing of any process in any
suit, action or proceeding in accordance with the notice provisions of this Note
shall constitute personal service thereof.

      4. NO INCONSISTENT AGREEMENTS. Neither Party will hereafter enter into any
agreement which is  inconsistent  with the rights granted to the Parties in this
Agreement.

      5. THIRD PARTIES. Nothing herein expressed or implied is intended or shall
be  construed  to confer  upon or give to any person or  entity,  other than the
Parties and their  respective  permitted  successor  and assigns,  any rights or
remedies under or by reason of this Agreement.

      6. WAIVER OF JURY TRIAL. AS A MATERIAL  INDUCEMENT FOR NEOMEDIA TO ADVANCE
TO MOBOT THE MONIES HEREUNDER, MOBOT HEREBY WAIVES ANY RIGHT TO TRIAL BY JURY IN
ANY LEGAL PROCEEDING  RELATED IN ANY WAY TO THIS AGREEMENT AND/OR ANY AND ALL OF
THE OTHER DOCUMENTS ASSOCIATED WITH THIS TRANSACTION.

      7. ENTIRE AGREEMENT.  This Agreement  (including the recitals hereto) sets
forth the entire understanding of the Parties with respect to the subject matter
hereof, and shall not be modified or affected by any offer, proposal,  statement
or representation,  oral or written, made by or for any Party in connection with
the  negotiation  of the terms hereof,  and may be modified only by  instruments
signed by each of the Parties hereto.


                  [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]


                                       2
<PAGE>

      IN WITNESS WHEREOF the Parties have hereunto set their hands and seals the
day and year set above set forth.

                                              NEOMEDIA TECHNOLOGIES, INC.


                                              /s/ Charles T. Jensen
                                              ---------------------
                                              By: Charles T. Jensen
                                              Its: Chief Executive Officer

                                              MOBOT, INC.


                                              /s/ Russell Gocht
                                              -----------------
                                              By: Russell Gocht
                                              Title: Chief Executive Officer


                                       3