2 3 3.2. Seller and the Company acknowledge that, for the purpose of Section 11 of the Company's Amended and Restated 1996 Stock Option Plan, the termination of Seller's employment by the Company pursuant hereto is not voluntary and not for cause.Stock Purchase Agreement • March 18th, 1998 • Quintel Entertainment Inc • Services-amusement & recreation services • New York
BY AND AMONG TRAFFIX, INC.,Pledge Agreement • March 19th, 2003 • Traffix Inc • Services-amusement & recreation services • New York
ARTICLE IPurchase and Sale Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • New Jersey
AGREEMENTAgreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • Maryland
ONE PLUSServices Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services
1 EXHIBIT 10.29.1 EXECUTION COPY 6/25/96 LIMITED LIABILITY COMPANY AGREEMENT OF QUINTEL CELLULAR LLC (a Delaware limited liability company) This Limited Liability Company Agreement (the "Agreement") is entered into as of July 3, 1996, by and between...Limited Liability Company Agreement • March 2nd, 1998 • Quintel Entertainment Inc • Services-amusement & recreation services • Delaware
RECITALS:Agreement • March 2nd, 1998 • Quintel Entertainment Inc • Services-amusement & recreation services • New York
2 3 or guaranty with respect to any goods sold or leased or services rendered in a transaction giving rise to an Account Receivable, (d) any present or future right of the Debtor to receive and collect payment for General Intangibles now or hereafter...Security Agreement • June 4th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • Florida
MUTUAL RELEASETermination Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • Colorado
RECITALSLicense Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • New York
RECITALS:Software License Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services
RECITALS:Marketing Agreement • March 10th, 2000 • Quintel Communications Inc • Services-amusement & recreation services • New York
RECITALS:Indemnification Agreement • June 4th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • New York
1) Mandatory prepayments of principal and interest on the Quintel Loans shall be made in equal quarterly installments in an amount equal to twenty (20%) percent of the Company's retained earnings if retained earnings as determined by the Company for...Quintel Entertainment Inc • March 2nd, 1998 • Services-amusement & recreation services
RECITALSEscrow Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • New York
Exhibit 10.1 REDEMPTION AGREEMENT AGREEMENT made as of November 20, 2002 by and between TRAFFIX, INC., a Delaware corporation with its principal offices at One Blue Hill Plaza, Fifth Floor, Pearl River, NY 10965 (the "COMPANY"), and ERIC AROESTY, an...Redemption Agreement • November 26th, 2002 • Traffix Inc • Services-amusement & recreation services • New York
AGREEMENTAgreement Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services
EMPLOYMENT AGREEMENT dated as of January 5, 1998 by and between QUINTEL ENTERTAINMENT, INC., a New York corporation (the "Company"), and CLAUDIA NEWMAN HIRSCH (the "Executive"). The parties hereto desire to provide for the Executive's continued...Employment Agreement • March 2nd, 1998 • Quintel Entertainment Inc • Services-amusement & recreation services • New York
EXHIBIT 10.3.2 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT dated as of December 1, 2001 by and between TRAFFIX, INC., a Delaware corporation (the "Company"), and ANDREW STOLLMAN ("Executive"). W I T N E S S E T H : WHEREAS, the Company desires to employ...Employment Agreement • March 1st, 2002 • Traffix Inc • Services-amusement & recreation services • New York
ARTICLE I TERMNetwork Services Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • New York
WITNESSETH:Marketing Services Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • New York
OFOperating Agreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • New York
RECITALS:Agreement Regarding • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • New York
EXHIBIT 10.3.1 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT dated as of December 1, 2001 by and between TRAFFIX, INC., a Delaware corporation (the "Company"), and JEFFREY L. SCHWARTZ ("Executive"). W I T N E S S E T H : WHEREAS, the Company desires to...Employment Agreement • March 1st, 2002 • Traffix Inc • Services-amusement & recreation services • New York
RECITALSLicense and Marketing Agreement • March 5th, 2001 • Traffix Inc • Services-amusement & recreation services
1 Exhibit 10.12 STOCK AND WARRANT PURCHASE AGREEMENT STOCK AND WARRANT PURCHASE AGREEMENT ("Agreement") dated as of November 2, 1999 between SkyMall, Inc., a Nevada corporation (the "Company"), and each person or entity who executes a counterpart...Stock and Warrant Purchase Agreement • March 10th, 2000 • Quintel Communications Inc • Services-amusement & recreation services • New York
AGREEMENTAgreement • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services
RECITALS:Agreement Regarding • March 16th, 1999 • Quintel Communications Inc • Services-amusement & recreation services • New York
AGREEMENT AND PLAN OF MERGER DATED AS OF SEPTEMBER 26, 2007 BY AND AMONG NEW MOTION, INC. AND TRAFFIX, INC. NM MERGER SUB, INC.Agreement and Plan of Merger • September 27th, 2007 • Traffix Inc • Services-business services, nec • Delaware
AGREEMENT AND PLAN OF MERGER dated as of September 26, 2007 (this “Agreement”) is by and among New Motion, Inc., a Delaware corporation (“Parent”), Traffix, Inc., a Delaware corporation (“Company”), and NM Merger Sub, a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Co.”).
1 - 2 AMENDMENT NO. 1 TO NON-COMPETITION AND RIGHT OF FIRST REFUSAL AGREEMENT, dated September 10, 1996 by and between QUINTEL COMMUNICATIONS, INC., a Delaware corporation ("Quintel") and PETER STOLZ ("Obligor").Quintel Communications Inc • June 4th, 1999 • Services-amusement & recreation services • New York
1 2 above not later than thirty (30) days after the month in which any such Profit were accrued. If any such payment is not received when due, such payment shall be subject to a late charge of 1.5% per month, or the maximum rate allowed by law if such...Database License Agreement • March 5th, 2001 • Traffix Inc • Services-amusement & recreation services • New York
1 EXHIBIT 10.6 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT AMENDMENT No. 1 to Employment Agreement made as of the 1st day of October, 1995, by and between CALLING CARD CO., INC., a New York corporation (the "Company"), and ANDREW STOLLMAN (the...Employment Agreement • February 28th, 1997 • Quintel Entertainment Inc • Services-amusement & recreation services
SECOND AMENDMENTSecond Amendment • February 28th, 2007 • Traffix Inc • Services-business services, nec
AGREEMENT, made this day of January, 2006, entered into between GLORIOUS SUN ROBERT MARTIN, L.L.C., New York limited liability company, having an office at c/o Mack-Cali Realty Corporation, 100 Clearbrook Road, Elmsford, New York 10523 (herein referred to as "Landlord"), and TRAFFIX, INC. (formerly known as Quintel Communications, Inc., which was formerly known as Quintel Entertainment, Inc.), a Delaware corporation, having its principal place of business at One Blue Hill Plaza, Pearl River, New York 10965.
1 2 AGREEMENT REGARDING 900 PAY-PER-CALL PSYCHIC SERVICESQuintel Communications Inc • June 4th, 1999 • Services-amusement & recreation services • New York
1 2 AMENDMENT NO. 1 TO AGREEMENT REGARDING 900 PAY-PER-CALL PSYCHIC SERVICES AMENDMENT NO. 1 dated May 27, 1999 amending an Agreement dated May 27, 1999 by and between QUINTEL COMMUNICATIONS, INC., a corporation organized under the laws of Delaware...Quintel Communications Inc • June 4th, 1999 • Services-amusement & recreation services
