EXHIBIT 10.65 SEVERANCE AGREEMENT AND GENERAL RELEASE This Severance Agreement and General Release (the "Agreement") is made and entered into by and between Robert Flynn ("Flynn"), and Liquid Audio, Inc. (the "Company") (each, a "Party" and...Severance Agreement • March 31st, 2003 • Liquid Audio Inc • Services-computer integrated systems design
TOTAL RECEIVED BALANCE ?? Rent for the period from 11/15/97 to 12/15/97 $ 19,689.00 $ 19,689.00 $ Security Deposit ____________________ $ 10,000.00 $ 10,000.00 $ ------------------- applied towards last month $ 10,811.00 $ 10,811.00 $ 10/09/97 TO...Lease Agreement • May 4th, 1999 • Liquid Audio Inc
EXHIBIT 10.23 LOAN AND SECURITY AGREEMENT LIQUID AUDIO, INC. TABLE OF CONTENTSLoan and Security Agreement • May 4th, 1999 • Liquid Audio Inc
Exhibit 2.1 ASSET PURCHASE AGREEMENT By and Among SIELOX, LLCAsset Purchase Agreement • January 10th, 2006 • Lq Corp Inc • Services-computer integrated systems design • New Jersey
Agreement of Joint FilingJoint Filing Agreement • May 25th, 2004 • Lq Corp Inc • Services-computer integrated systems design
EXHIBIT 1.1 3,000,000 Shares LIQUID AUDIO, INC. Common Stock, $0.001 par value per share UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • December 2nd, 1999 • Liquid Audio Inc • Services-computer integrated systems design • New York
RECITALS:Services Agreement • April 2nd, 2007 • Lq Corp Inc • Services-computer integrated systems design
LIQUID AUDIO, INC. FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • May 4th, 1999 • Liquid Audio Inc • Delaware
WITNESSTH:Assignment and Assumption Agreement • March 31st, 2003 • Liquid Audio Inc • Services-computer integrated systems design • California
LOAN AGREEMENTLoan Agreement • June 30th, 1999 • Liquid Audio Inc • Services-computer integrated systems design
Letter Agreement By and Between Texas Instruments Incorporated And Liquid Audio, Inc.Letter Agreement • June 17th, 1999 • Liquid Audio Inc • Services-computer integrated systems design • California
EXHIBIT 10.34 SHAREHOLDERS AGREEMENT This Shareholders Agreement ("Agreement") is entered into as of December 31, 1998 by Liquid Audio, Inc., a California corporation with its principal place of business at 810 Winslow Street, Redwood City, California...Shareholders Agreement • July 8th, 1999 • Liquid Audio Inc • Services-computer integrated systems design
EXHIBIT 4.2 LIQUID AUDIO, INC. SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • May 4th, 1999 • Liquid Audio Inc • California
EXHIBIT 10.8 LA AGREEMENT BETWEEN REALNETWORKS AND LIQUID AUDIO This Agreement is entered into as of April 26, 1998 (the "Effective Date") by and between Real Networks, Inc., a Washington corporation ("RN"), and Liquid Audio, Inc. a California...Licensing Agreement • June 30th, 1999 • Liquid Audio Inc • Services-computer integrated systems design
EXHIBIT 10.11 SOFTWARE LICENSE AGREEMENT between FRAUNHOFER-GESELLSCHAFT, ZUR FORDERUNG DER ANGEWANDTEN FORSCHUNG E. V. and LIQUID AUDIO, INC. _______________________________________________________________________________ THIS AGREEMENT DOES NOT BIND...Software License Agreement • June 30th, 1999 • Liquid Audio Inc • Services-computer integrated systems design • New York
f. "LMN-J Domain" means www.liquidmusicnetwork.co.jp or the ---------------------------- alternative domain name for the LMN-J that is chosen by mutual agreement of the parties.License Agreement • May 15th, 2000 • Liquid Audio Inc • Services-computer integrated systems design • California
This Agreement is made and entered into as of April 25, 1996 (the "Effective Date") between Liquid Audio, Inc. (the "Company"), a California -------------- ------- corporation, and Philip Wiser ("Purchaser"). ---------Restricted Stock Purchase Agreement • May 4th, 1999 • Liquid Audio Inc • California
LEASELease Agreement • May 4th, 1999 • Liquid Audio Inc • Connecticut
EXHIBIT 99.4 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT ("Agreement") is made as of this 7th day of February, 2007, by and among Ramius Securities, L.L.C. and Starboard Value & Opportunity Fund, LLC (collectively, the "Sellers"), and...Stock Purchase Agreement • February 14th, 2007 • Lq Corp Inc • Services-computer integrated systems design • New York
Barington Capital Group, L.P. 888 Seventh Avenue New York, NY 10019Merger Agreement • February 27th, 2007 • Lq Corp Inc • Services-computer integrated systems design
Reference is hereby made to the Amended and Restated Agreement and Plan of Merger (the "Merger Agreement") which is being executed contemporaneously herewith, by and among Dynabazaar, Inc., a Delaware corporation ("Dynabazaar"), LQ Merger Corp., a Delaware corporation and a direct, wholly owned subsidiary of Dynabazaar ("LMC"), and L Q Corporation, Inc., a Delaware corporation ("LQ"). Capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the Merger Agreement.
Exhibit 10.1 TERMS OF EMPLOYMENT AGREEMENT FOR ROBERT G. FLYNN 1. AGREEMENT: This term sheet sets forth the agreed upon terms of the agreement between Robert G. Flynn ("Employee") and Alliance Entertainment Corp. ("Alliance") in connection with the...Employment Agreement • July 18th, 2002 • Liquid Audio Inc • Services-computer integrated systems design
EXHIBIT 10.31 SHAREHOLDER AGREEMENT This Shareholder Agreement ("Agreement") is entered into as of the Effective Date (as defined below) by Liquid Audio, Inc., a California corporation with its principal place of business at 810 Winslow Street,...Shareholder Agreement • May 4th, 1999 • Liquid Audio Inc
EXHIBIT 99.5 Agreement of Joint Filing Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to file with the Securities and Exchange Commission the Statement on Schedule 13D...Agreement of Joint Filing • August 3rd, 2007 • Lq Corp Inc • Services-computer integrated systems design
Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to file with the Securities and Exchange Commission the Statement on Schedule 13D (the "Statement") to which this Agreement is attached as an exhibit, and any amendment thereto, and agree that such Statement, as so filed, is filed on behalf of each of them.
EXHIBIT 10.67 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT is made and entered into this 18th day of November, 2002 by and between Liquid Audio, Inc., a Delaware corporation (hereafter referred to as "the Company", "the Employer", or "Liquid...Employment Agreement • March 31st, 2003 • Liquid Audio Inc • Services-computer integrated systems design • California
EXHIBIT 10.7 COMPAQ May 20, 1998 Robert Flynn Vice President, Business Development 2421 Broadway, 2/nd/ Floor Redwood City, CA 94063 Re: Letter of Agreement ------------------- Mr. Flynn, Enclosed please find a final executed Letter of Agreement for...Letter of Agreement • May 4th, 1999 • Liquid Audio Inc
RECITALSTermination and Release Agreement • November 12th, 2002 • Liquid Audio Inc • Services-computer integrated systems design • Delaware
by and amongSecurities Purchase Agreement • May 25th, 2004 • Lq Corp Inc • Services-computer integrated systems design • New York
andPreferred Stock Rights Agreement • August 15th, 2001 • Liquid Audio Inc • Services-computer integrated systems design • New York
Exhibit 10.42 Amazon.com/Liquid Audio Advertising Agreement This Agreement is entered into as of this 9th day of June, 1999 by and between Liquid Audio, Inc., a California corporation with a principal place of business at 810 Winslow Street Redwood...Advertising Agreement • June 17th, 1999 • Liquid Audio Inc • Services-computer integrated systems design • California
STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE--GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION 1. Basic Provisions ("Basic Provisions"). 1.1 Parties: This Lease ("Lease"), dated for reference purposes only, August 1, 1999, is made by and between...Lease Agreement • November 23rd, 1999 • Liquid Audio Inc • Services-computer integrated systems design
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this "AGREEMENT") is entered into as of the 5th day of January, 2007 by and among Dynabazaar, Inc., a Delaware corporation ("DYNABAZAAR"), LQ Merger Corp., a Delaware...Merger Agreement • January 11th, 2007 • Lq Corp Inc • Services-computer integrated systems design • New York
EXHIBIT 10.20 [LETTERHEAD APPEARS HERE] October 2, 1996 2401 Kerner Boulevard VIA FEDERAL EXPRESS/FACSIMILE San Rafael, California 94901-5329 ----------------------------- (415) 485-4300 Mr. Robert Flynn Liquid Audio, Inc. 2421 Broadway Redwood City,...Master Equipment Lease Agreement • May 4th, 1999 • Liquid Audio Inc • California
WITNESSETH ----------Consulting Agreement • May 4th, 1999 • Liquid Audio Inc
Exhibit 2.3 FIRST AMENDMENT dated as of the 30th day of December, 2005 (this "First Amendment") between Checkpoint Systems, Inc., a Pennsylvania corporation ("Seller") and Sielox, LLC, a Delaware limited liability company (the "Purchaser"). WHEREAS,...Asset Purchase Agreement • January 10th, 2006 • Lq Corp Inc • Services-computer integrated systems design • New Jersey
WITNESSETH ----------Consulting Agreement • July 8th, 1999 • Liquid Audio Inc • Services-computer integrated systems design
