Exhibit 99.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of October 22, 2004 by and between VIASTAR MEDIA CORPORATION INC., a Nevada corporation, with its principal office located at 2451 W. Birchwood Ave.,...Registration Rights Agreement • January 4th, 2005 • Viastar Media Corp • Services-motion picture & video tape production • Nevada
Exhibit 99.6 SECURITY AGREEMENT ------------------ THIS SECURITY AGREEMENT (the "Agreement"), is entered into and made effective as of October 22, 2004, by and between VIASTAR MEDIA CORPORATION, (the "Company"), and the BUYER(S) listed on Schedule I...Security Agreement • January 4th, 2005 • Viastar Media Corp • Services-motion picture & video tape production • Nevada
Exhibit 99.4 SECURITIES PURCHASE AGREEMENT ----------------------------- THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of October 22, 2004, by and among VIASTAR MEDIA CORPORATION, a Nevada corporation, with headquarters located at...Securities Purchase Agreement • January 4th, 2005 • Viastar Media Corp • Services-motion picture & video tape production • Nevada
Exhibit 99.3 VIASTAR MEDIA CORPORATION INC. PLACEMENT AGENT AGREEMENTAgent Agreement • January 4th, 2005 • Viastar Media Corp • Services-motion picture & video tape production • Nevada
Exhibit 99.7 INVESTOR REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of October 22, 2004, by and among VIASTAR MEDIA CORPORATION, a Nevada corporation, with its principal office located at 2451 W....Investor Registration Rights Agreement • January 4th, 2005 • Viastar Media Corp • Services-motion picture & video tape production • Nevada
Exhibit 99.1 STANDBY EQUITY DISTRIBUTION AGREEMENT THIS AGREEMENT dated as of the 22nd day of October 2004 (the "Agreement") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and VIASTAR MEDIA CORPORATION INC., a...Equity Distribution Agreement • January 4th, 2005 • Viastar Media Corp • Services-motion picture & video tape production • Nevada
RECITALSAgreement of Employment • December 13th, 1999 • Clubcharlie Com Inc • California
EMPLOYMENT AGREEMENTEmployment Agreement • November 25th, 2003 • Viastar Holdings Inc • Services-motion picture & video tape production • Arizona
This Employment Agreement (the "Agreement") is entered into as of the 30th day of April 2002 between John D. Aquilino ("Employee") and Level X Media Corporation, a Arizona corporation (the "Company").
RECITALSOriginal Screenplay Acquisition Agreement • February 28th, 2000 • Clubcharlie Com Inc • Services-business services, nec • Nevada
STOCK PURCHASE AGREEMENT DATED AS OF SEPTEMBER 26, 2003 VIASTAR HOLDINGS, INC. AND RHHANNON HOLDINGS LIMITED FOR THE PURCHASE OF MOVING PICTURES STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 25th, 2003 • Viastar Holdings Inc • Services-motion picture & video tape production • Arizona
THIS STOCK PURCHASE AGREEMENT (the "Agreement") is made, entered into and effective as of the 19th day of November, 2003 (the "Effective Date"), in Mesa, Arizona, by and between VIASTAR HOLDINGS, INC., a Nevada corporation (the "Seller"), having its principal place of business located at 2451 West Birchwood Avenue, Suite 105, Mesa, Arizona 85202, the United States of America, and RHIANNON HOLDINGS LIMITED a British Virgin Islands international business company with its European office at Bermuda House, St. Julian's Avenue, St. Peter Port, Guernsey GY1 3NF, the British Isles (the "Buyer") (both collectively referred to herein as the "parties").
EX-10.5 EMPLOYMENT AGREEMENT RICHARD BROOKS EMPLOYMENT AGREEMENTEmployment Agreement • November 24th, 2003 • Viastar Holdings Inc • Services-motion picture & video tape production • Arizona
This Employment Agreement (the "Agreement") is entered into as of the 1st day of February 2003 between Richard L. Brooks ("Employee") and Level X Media Corporation, a Arizona corporation, it's affiliates, predecessors and subsidiaries (the "Company").
ACCQUSITION AND EXCHANGE AGREEMENT DATED AS OF MARCH 31st, 2004Employment Agreement • May 4th, 2004 • Viastar Media Corp • Services-motion picture & video tape production • Arizona
THIS STOCK ACQUISITION and EXCHANGE AGREEMENT (the "Agreement") is entered into and effective this 31st day of March, 2004 (the "Effective Date"), by and between Douglas G. Levine ("Levine") and Dolphin Investments Ltd. ("Dolphin") and Anthony Dawsey ("Dawsey"), (all of whom are hereinafter collectively referred to as the "Shareholders"), who are the sole and exclusive stockholders of Masterdisk Corporation ("MDSK"), a New York Corporation having its headquarters and principal place of business located at 545 West 45th St., New York, NY 10036, including its predecessors, affiliates, successors, assigns and subsidiaries, on the one hand, and Viastar Media Corporation, a Nevada Corporation having its headquarters and principal place of business located at 2451 West Birchwood Ave., Suite 105, Mesa, Arizona 85202, its predecessors, affiliates, successors, assigns, and subsidiaries (hereinafter "VISH"), on the other hand; with the Shareholders and VISH both collectively referred to herein a
