WITNESSETH:Lease Agreement • January 24th, 2003 • Ipass Inc • Services-business services, nec
COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • July 18th, 2003 • Ipass Inc • Services-computer processing & data preparation • New York
LOAN AND SECURITY AGREEMENT iPASS INC.Loan and Security Agreement • January 24th, 2003 • Ipass Inc • Services-business services, nec
INDENTURE Dated as of [•], 20__ Debt SecuritiesIndenture • August 31st, 2017 • Ipass Inc • Services-computer processing & data preparation • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
IPASS INC. AND _____________, AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF __________Preferred Stock Warrant Agreement • August 31st, 2017 • Ipass Inc • Services-computer processing & data preparation • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between IPASS INC., a Delaware corporation (the “Company”) and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
RECITALSInvestor Rights Agreement • January 24th, 2003 • Ipass Inc • Services-business services, nec • California
IPASS INC. FORM OF COMMON STOCK WARRANT AGREEMENTCommon Stock Warrant Agreement • August 31st, 2017 • Ipass Inc • Services-computer processing & data preparation • New York
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between IPASS INC., a Delaware corporation (the “Company”) and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
FORM OF DEBT SECURITIES WARRANT AGREEMENTWarrant Agreement • August 31st, 2017 • Ipass Inc • Services-computer processing & data preparation • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [●], between IPASS INC., a Delaware corporation (the “Company”) and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
Exhibit 10.6 RESTRICTED STOCK PURCHASE AGREEMENT THIS AGREEMENT is made by and between iPASS INC., a California corporation (the "Corporation"), and ANURAG LAL ("Purchaser"). W I T N E S S E T H: WHEREAS, Corporation desires to sell to Purchaser and...Restricted Stock Purchase Agreement • January 24th, 2003 • Ipass Inc • Services-business services, nec • California
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • November 16th, 2017 • Ipass Inc • Services-computer processing & data preparation • Illinois
COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of November 16, 2017 by and between IPASS INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.
2. 3 "THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS OF A SHAREHOLDERS AGREEMENT WHICH PLACES CERTAIN RESTRICTIONS ON THE VOTING OF THE SHARES REPRESENTED HEREBY. ANY PERSON ACCEPTING ANY INTEREST IN SUCH SHARES...Shareholder Agreements • March 3rd, 2000 • Ipass Inc • California
RECITALSIndemnification Agreement • January 24th, 2003 • Ipass Inc • Services-business services, nec • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 16th, 2017 • Ipass Inc • Services-computer processing & data preparation • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 16, 2017, by and between IPASS INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
Michael Mansouri President and CEO iPass Inc. 650 Castro Street, Suite 500 Mountain View, CA 94041 October 29, 1999 CONFIDENTIAL Robert C. Schoettle c/o iPass Inc. 650 Castro Street, Suite 500 Mountain View, CA 94041 Dear Bob: This letter sets forth...Separation Agreement • March 3rd, 2000 • Ipass Inc • California
WITNESSETH:Lease Agreement • March 17th, 2000 • Ipass Inc • Services-business services, nec
AGREEMENT OF MERGER among: iPass, Inc., a Delaware corporation; Keystone Acquisition Sub, Inc., a Delaware corporation; and GoRemote Internet Communications, Inc., a Delaware corporation Dated as of December 9, 2005Merger Agreement • December 12th, 2005 • Ipass Inc • Services-computer processing & data preparation • Delaware
This Agreement of Merger (“Agreement”) is made and entered into as of December 9, 2005, by and among: iPass, Inc., a Delaware corporation (“Parent”); Keystone Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”); and GoRemote Internet Communications, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
LEASE AGREEMENTLease Agreement • March 13th, 2015 • Ipass Inc • Services-computer processing & data preparation • California
THIS LEASE AGREEMENT, (this "Lease") is made and entered into as of September 22, 2014 by and between WESTPORT OFFICE PARK, LLC, a California limited liability company ("Landlord"), and Tenant identified in the Basic Lease Information below.
Exhibit 10.13 CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. OEM SERVICE PROVIDER LICENSE AGREEMENT RSA SECURITY, INC....Oem Service Provider License Agreement • July 7th, 2003 • Ipass Inc • Services-computer processing & data preparation • Massachusetts
Exhibit 10.17 CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. AGREEMENT NUMBER: _____________________ [UUNET LOGO] A...Internet Service Agreement • July 7th, 2003 • Ipass Inc • Services-computer processing & data preparation • New York
I-PASS ALLIANCE, INC.Managed Data Network Services Agreement • July 7th, 2003 • Ipass Inc • Services-computer processing & data preparation • Georgia
AGREEMENT AND PLAN OF MERGER by and among PARETEUM CORPORATION, TBR, INC., and IPASS INC. November 12, 2018Merger Agreement • November 13th, 2018 • Ipass Inc • Services-computer processing & data preparation • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of November 12, 2018 (this “Agreement”), by and among iPass Inc., a Delaware corporation (the “Company”), Pareteum Corporation, a Delaware corporation (“Parent”), and TBR, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Sub”).
COMMON STOCK PURCHASE WARRANT IPASS INC.Security Agreement • June 19th, 2018 • Ipass Inc • Services-computer processing & data preparation • Delaware
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Issue Date”) and on or prior to 6:30 p.m., New York City time, on the seven (7)-year anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from iPASS Inc., a Delaware corporation (the “Company”), up to _____ shares (as adjusted from time to time as provided in Section 3) of common stock, par value $0.001 per share, of the Company (the “Common Stock”). Each such share is referred to herein as a “Warrant Share” and all such shares, the “Warrant Shares”. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.
CREDIT AGREEMENT by and among ipass inc., A DELAWARE CORPORATION and ipass ip llc, a delaware limited liability company (immediately following the consummation of the SPV Joinder) as Co-Borrowers, and FORTRESS CREDIT CORP., as Lender TOTAL COMMITMENT...Credit Agreement • December 7th, 2018 • Ipass Inc • Services-computer processing & data preparation • New York
THIS CREDIT AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) entered into as of June 14, 2018, between Fortress Credit Corp., a Delaware corporation (“Lender”) and iPass Inc., a Delaware corporation (“Parent” and together with each other Person that becomes a Borrower hereunder, including, for the avoidance of doubt, iPass IP LLC, a Delaware limited liability company (“iPass SPV”) upon the consummation of the SPV Joinder, each a “Borrower” and collectively, the “Borrowers”).
Via Hand Delivery Barbara Nelson San Mateo, CA 94403 Re: Separation AgreementSeparation Agreement • August 10th, 2015 • Ipass Inc • Services-computer processing & data preparation
As discussed, your employment with iPass Inc. (“iPass” or the “Company”) is ending due to a Company restructuring. This letter agreement (the “Agreement”) sets forth the terms of your separation and transition from iPass, which the Company is offering to you to aid in your employment transition.
STOCK TRANSFER AGREEMENTStock Transfer Agreement • January 8th, 2010 • Ipass Inc • Services-computer processing & data preparation • New York
THIS STOCK TRANSFER AGREEMENT (the “Agreement”) is made and entered into as of December 29, 2009, by and among Shamrock Activist Value Fund, L.P., a Delaware limited partnership (“Seller”), Millennium Technology Value Partners, L.P., a Delaware limited partnership (“MTVP”) and Millennium Technology Value Partners (RCM), L.P., a Delaware limited partnership (“MTRCM” and collectively with MTVP, the “Purchaser”).
Exhibit 10.18 CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. VIRTUAL INTERNET PROVIDER (VIP) AGREEMENT This agreement is...Virtual Internet Provider Agreement • July 7th, 2003 • Ipass Inc • Services-computer processing & data preparation • Virginia
RECITALSDial Up Network Services Agreement • March 17th, 2000 • Ipass Inc • Services-business services, nec • Massachusetts
Exhibit 10.14 CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. SUPPORT AGREEMENT RSA SECURITY INC. This SUPPORT AGREEMENT...Support Agreement • July 7th, 2003 • Ipass Inc • Services-computer processing & data preparation
PURCHASE AGREEMENTPurchase Agreement • July 7th, 2014 • Ipass Inc • Services-computer processing & data preparation • Delaware
THIS PURCHASE AGREEMENT (“Agreement”) is made and entered into as of June 30, 2014, by and among: IPASS INC., a Delaware corporation (“Seller”); TOLT SOLUTIONS, INC., a Delaware corporation (“Purchaser”); and MNS HOLDINGS LLC, a Delaware limited liability company and wholly-owned subsidiary of Seller (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
Exhibit 10.18 Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. VIRTUAL INTERNET PROVIDER (VIP)...Vip Agreement • July 1st, 2003 • Ipass Inc • Services-computer processing & data preparation • Virginia
December 10, 2012 Mr. Steven Gatoff Dear Steven: This letter agreement (the “Agreement”) sets forth the terms of your transition from iPass Inc. (the “Company”).Separation Agreement • March 15th, 2013 • Ipass Inc • Services-computer processing & data preparation • California
March 16, 2009 VIA HAND DELIVERY Joel Wachtler c/o iPass Inc. Redwood Shores, CA 94065 Re: Separation Agreement Dear Joel:Separation Agreement • March 31st, 2009 • Ipass Inc • Services-computer processing & data preparation • California
This letter describes the separation agreement (the “Agreement”) which iPass Inc. (“the Company”) is offering to you to aid in your employment transition.
IPASS COMPANY LOGO]Separation Agreement • May 7th, 2015 • Ipass Inc • Services-computer processing & data preparation • California
This letter agreement (the “Agreement”) sets forth the terms of your separation and transition from iPass Inc. (“iPass” or the “Company”).
IPASS LETTERHEAD]Separation Agreement • August 7th, 2009 • Ipass Inc • Services-computer processing & data preparation
This letter contains the terms of the separation agreement (the “Agreement”) which iPass Inc. (“the Company”) is offering to you to aid in your employment transition.
iPass Inc. Redwood Shores, California 94065Board Appointment Agreement • June 3rd, 2009 • Ipass Inc • Services-computer processing & data preparation • Delaware
The following sets forth the agreement (the “Agreement”) between Foxhill Opportunity Master Fund, L.P. (“FOMF”) and its affiliates listed in the signature blocks below (collectively, “Foxhill”) and iPass Inc. (“iPass”):
