Exhibit 10(y) EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into this 1st day of August, 1995, by and between TRACER Design, Inc., an Arizona corporation (the "Company"), and Mike Turico, an individual...Employment Agreement • September 30th, 1997 • Sandbox Entertainment Corp • Arizona
RECITALS --------Stock Purchase Agreement • September 30th, 1997 • Sandbox Entertainment Corp
EXHIBIT 4(bb) AMENDED AND RESTATED STOCKHOLDERS' AGREEMENT THIS AGREEMENT is made and entered into as of the 13th day of July, 1995, by and among TRACER DESIGN, INC., an Arizona corporation (the "Corporation"), CHAD M. LITTLE ("Little"), LONNIE A....Stockholders' Agreement • December 17th, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • Arizona
SANDBOX ENTERTAINMENT CORPORATION Series B Convertible Preferred Stock Form of UNDERWRITING AGREEMENTUnderwriting Agreement • December 17th, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • New York
EXHIBIT (10nn) SETTLEMENT AGREEMENT This Settlement Agreement is made as of November 25, 1997, by and between the parties (the "Parties") listed below. Parties: -------- 1. Sandbox Entertainment Corporation, a Delaware corporation ("Sandbox"). 2....Settlement Agreement • December 17th, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • Arizona
3.2. Cashless Exercise. At any time during the Warrant Exercise Term, the Holder may, at its option, exchange the Warrants represented by such Holder's Warrant Certificate, in whole or in part (a "Warrant Exchange"), into the number of Warrant Shares...Warrant Agreement • December 17th, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • Delaware
Exhibit 10(c) SUBORDINATION AGREEMENT ----------------------- This agreement (the Agreement") is entered into this 6th day of May, 1997, by and between THIRD COAST CAPITAL, LLC and its assigns, as Lessor, and SILICON VALLEY BANK, as Creditor, in...Subordination Agreement • September 30th, 1997 • Sandbox Entertainment Corp • California
1. Loans. Silicon will make loans to Borrower (the "Loans") in amounts determined by Silicon in its reasonable business judgment up to the amount (the "Credit Limit") shown on the Schedule to this Agreement (the "Schedule"), provided to Event of...Loan and Security Agreement • September 30th, 1997 • Sandbox Entertainment Corp
ADDENDUM NO. 3 TO MASTER LEASE AGREEMENT NO. 101-19001-001 DATED AS OF MARCH 31, 1997 BETWEEN THIRD COAST VENTURE LEASE PARTNERS I, L.P., AS LESSOR AND SANDBOX ENTERTAINMENT CORPORATION, AS LESSEE This Addendum is attached to and forms part of that...Master Lease Agreement • February 6th, 1998 • Sandbox Entertainment Corp • Services-prepackaged software • Coast
RECITALSInvestor Rights Agreement • September 30th, 1997 • Sandbox Entertainment Corp • Arizona
2. The Company agrees to issue to Newtek Two Hundred Fifty Thousand (250,000) shares of Series A Preferred Stock of the Company in exchange for a payment by Newtek to the Company of Two Hundred Thousand Dollars ($200,000) pursuant to the same terms...Stock Purchase Agreement • September 30th, 1997 • Sandbox Entertainment Corp
Exhibit 4(ii) VOTING AGREEMENT THIS VOTING AGREEMENT is made as of the 14th day of January, 1998, by and among Sandbox Entertainment Corporation, a Delaware corporation (the "Company"), and the holders of shares of the Company's Series A Preferred...Voting Agreement • February 6th, 1998 • Sandbox Entertainment Corp • Services-prepackaged software • Delaware
RECITALSIntellectual Property Security Agreement • November 21st, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • California
Exhibit 4(h) TERM NOTETerm Note • November 21st, 1997 • Sandbox Entertainment Corp • Services-prepackaged software
August 11, 1997 Thomas A. Cifelli, Director FOX & Company Investments, Inc. 6232 N. 32nd. Street Phoenix, Arizona 85018 Re: Engagement Dear Tom: The purpose of this letter is to set forth the agreement between Sandbox Entertainment Corporation (the...Engagement Agreement • September 30th, 1997 • Sandbox Entertainment Corp
a) Unregistered Securities. Purchaser understands that the Note, the Warrant and the Warrant Shares (the "Securities") have not been registered under the Securities Act of 1933 (the "Securities Act") or any state securities laws (collectively,...Note and Warrant Purchase Agreement • February 6th, 1998 • Sandbox Entertainment Corp • Services-prepackaged software • Arizona
Exhibit 10(jj) WARRANT PURCHASE AGREEMENT THIS WARRANT PURCHASE AGREEMENT (this "Agreement") is made effective as of September 27, 1997 by and between Sandbox Entertainment Corporation, a Delaware corporation ("Sandbox"), and Third Coast Venture Lease...Warrant Purchase Agreement • November 21st, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • Arizona
RECITALSStock Purchase Agreement • September 30th, 1997 • Sandbox Entertainment Corp
Exhibit 10(e) TRACER DESIGN, INC. SERIES A PREFERRED STOCK PURCHASE AGREEMENT BY AND AMONG TRACER DESIGN, INC., WASATCH VENTURE CORPORATIONSeries a Preferred Stock Purchase Agreement • September 30th, 1997 • Sandbox Entertainment Corp • Arizona
EXHIBIT 10(rr) Ogilvy & Mather Worldwide Plaza 309 West 49th Street * New York, New York * 10019-7399 Telephone: (212) 237-4000 * Telex 12279 * Facsimile: (212) 237-5123 September 12, 1997 Mr. Robert Connery Sandbox Entertainment 420 Fifth Avenue New...Sponsorship Agreement • December 17th, 1997 • Sandbox Entertainment Corp • Services-prepackaged software
This serves as a binding agreement between Ogilvy & Mather, as agent of IBM, and Sandbox Entertainment for the sponsorship of the Trade Center, MBA Challenge and Blue Chip Challenge on Final Bell (www.finalbell.com) on behalf of IBM, its wholly-owned subsidiaries, and its business partners for IBM.
Exhibit 10(g) TRACER DESIGN, INC. CO-SALE AGREEMENT This Co-Sale Agreement (the "Agreement") is made as of February 13, 1996, by and among Tracer Design, Inc., an Arizona corporation (the "Company"), each purchaser of the Company's Series A Preferred...Co-Sale Agreement • September 30th, 1997 • Sandbox Entertainment Corp • Arizona
5. Event of Default. The principal amount due hereunder together with all accrued interest to date will accelerate and become due if an Event of Default (as hereinafter defined) occurs. An "Event of Default" shall exist under this Note if the Company:...Subordinated Promissory Note • December 17th, 1997 • Sandbox Entertainment Corp • Services-prepackaged software
B. In the event of a dissolution, liquidation, merger, consolidation, reorganization, sale or exchange of the Issuer's assets or securities (including by way of tender offer), or any other transaction or proceeding with a person who is a Promoter,...Promotional Shares Lock-in Agreement • February 6th, 1998 • Sandbox Entertainment Corp • Services-prepackaged software
DATE]Nonqualified Stock Option Award Agreement • September 30th, 1997 • Sandbox Entertainment Corp
b) Notwithstanding any contrary provisions in this Warrant, if the Current Market Price (as defined in Section 2(c) below) exceeds the Warrant Price at the date of calculation, instead of exercising this Warrant as described in Section 2(a) above, the...Stock Subscription Warrant • November 21st, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • Arizona
2.6 Fractional Shares. No fractional Shares shall be issuable upon exercise or conversion of the Warrant and the number of Shares to be issued shall be rounded down to the nearest whole Share. If a fractional share interest arises upon any exercise or...Warrant Agreement • November 21st, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • California
Exhibit 10(p) Source Code License Agreement This Source Code License Agreement ("this Agreement") entered into by INFO Enterprises, Inc., having its executive offices at 426 North 44th Street, Suite 250, Phoenix, Arizona 85008 ("INFO"), and TRACER...Source Code License Agreement • November 21st, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • Arizona
Exhibit 4(z) [Letterhead of Investor] October __, 1997 Sandbox Entertainment Corporation Successor to Tracer Design, Inc. 2231 East Camelback Road, Suite 324 Phoenix, Arizona 85016 Attention: Mr. Chad M. Little, President Amendment to Loan and Warrant...Loan and Warrant Purchase Agreement • November 21st, 1997 • Sandbox Entertainment Corp • Services-prepackaged software
Pursuant to a loan and warrant purchase agreement dated as of October 25, 1995 (the "Loan and Warrant Purchase Agreement"), Tracer Design, Inc. ("Tracer"), an Arizona corporation, borrowed $5,000 from Pickwick Group LLC ("Pickwick") in consideration of Tracer's issuing Pickwick a warrant (the "Initial Warrant") to purchase ____ shares of the Class A Common Stock, $.001 par value, of Tracer (the "Initial Warrant Shares") at an exercise price of $36 per share. After giving effect to certain subsequent stock splits and anti-dilutive adjustments, the Initial Warrant is currently a warrant to purchase _______ shares of the common stock, $.001 par value, of Sandbox Entertainment Corporation ("Sandbox"), a Delaware corporation that is the successor by merger to Tracer, at an exercise price of $.80 per share of common stock of Sandbox (the "Common Stock"). In connection with the Loan and Warrant Purchase Agreement, Tracer also delivered Pickwick a term note dated as of October 25, 1995 in the
6. TERMINATION OR EXPIRATION. Customer shall leave the Space in good condition (except for normal wear and tear) as it was in the beginning of the term of this Agreement, and shall remove any property which it is obligated or permitted to remove...Collocation Agreement • September 30th, 1997 • Sandbox Entertainment Corp • Arizona
a) Registered Offerings. In the case of an Offering of Securities registered under the Securities Act (a "Registered Offering"), we shall provide you with such number of copies of any prospectus subject to completion (a "preliminary prospectus"), the...Master Selected Dealer Agreement • December 17th, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • New York
The Invitation may also contain provisions that amend or supplement the terms and conditions of this Agreement as they apply to an Offering. To the extent such supplementary terms and conditions are inconsistent with any provision herein, such terms...Master Agreement • December 17th, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • New York
Exhibit 10(a) MASTER LEASE AGREEMENT No. 101-19001-001 THIRD COAST VENTURE LEASE PARTNERS I, L.P. 900 North Franklin Street, Suite 700 Chicago, Illinois 60610 (312) 337-3303 Lessee: SANDBOX ENTERTAINMENT CORPORATION Address: 2231 East Camelback, Suite...Master Lease Agreement • September 30th, 1997 • Sandbox Entertainment Corp • Illinois
Each party hereby agrees to maintain complete and accurate books and records regarding its sale of advertising and/or sponsorships on the Game Site during the Term of this Agreement and 3Co-Branding and Marketing Agreement • November 21st, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • Georgia
a) Unregistered Securities. Purchaser understands that the Note, the Warrant and the Warrant Shares (the "Securities") have not been registered under the Securities Act of 1933 or any state securities laws (collectively, "Securities Laws") in reliance...Bridge Note and Warrant Purchase Agreement • November 21st, 1997 • Sandbox Entertainment Corp • Services-prepackaged software • Arizona
Exhibit 10(x) EMPLOYMENT AGREEMENT Tracer Design, Inc., an Arizona corporation ("Employer"), hereby employs Chad M. Little ("Employee") on the following terms and conditions: Term of Employment: Employee is an "At Will" employee of Employer, and...Employment Agreement • September 30th, 1997 • Sandbox Entertainment Corp • Arizona
Tracer Design, Inc., an Arizona corporation ("Employer"), hereby employs Chad M. Little ("Employee") on the following terms and conditions:
