Exhibit 2.1 =================================================================== ============= STOCK PURCHASE AGREEMENT By and Between JAWS TECHNOLOGIES, INC.Stock Purchase Agreement • May 5th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • New York
NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER...Jawz Inc • January 26th, 2001 • Services-computer programming services
WITNESSETH:Stock Purchase Agreement • May 30th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services
NOW, THEREFORE, in consideration of the mutual agreements contained herein and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto agree as follows: 2 ARTICLE I MERGERAgreement and Plan of Merger • July 13th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services
AND -Share Purchase Agreement • September 18th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services
2- 3 the Company, as required by such agreement. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. The Company shall, if...Jaws Technologies Inc /Ny • July 13th, 2000 • Services-computer programming services • Nevada
BACKGROUNDMaster Agreement • January 11th, 1999 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
JAWZ INC.Subscription Agreement • February 1st, 2001 • Jawz Inc • Services-computer programming services • Ontario
REGISTRATION RIGHTS AGREEMENT ----------------------------- This Agreement is dated for reference the 15th day of August, 2000. BETWEEN: JAWS Technologies, Inc. a corporation duly incorporated pursuant to the laws of Delaware ("JAWS") AND: VENDORS,...Registration Rights Agreement • September 11th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Ontario
WARRANTJawz Inc • January 26th, 2001 • Services-computer programming services • Ontario
Exhibit 10.20 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of June 22, 2000, among Jaws Technologies, Inc., a Nevada corporation (the "Company"), and the investors signatory hereto...Registration Rights Agreement • July 13th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • New York
AMONGSecurities Purchase Agreement • January 26th, 2001 • Jawz Inc • Services-computer programming services • Ontario
WARRANTJawz Inc • January 26th, 2001 • Services-computer programming services • Ontario
RECITALSRights Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
1 EXHIBIT 10.1.1. THIS AGREEMENT made this 15th day of December, 1997 BETWEEN: THE MANUFACTURERS LIFE INSURANCE COMPANY, A body corporate, having its head office In Toronto, Canada, and having a local Office at 1475, 550-6th Avenue SW In the City Of...Agreement • October 13th, 1998 • Jaws Technologies Inc /Ny
ARTICLE II REPRESENTATIONS AND WARRANTIESSecurities Purchase Agreement • July 13th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Nevada
JAWZ INC.Subscription Agreement • February 1st, 2001 • Jawz Inc • Services-computer programming services • Ontario
Exhibit 99.2 AMENDMENT AGREEMENT NO.1 TO THE CONSULTING AGREEMENT DATED APRIL 1, 2001, BETWEEN JAWZ INC. AND STRATEGIC EQUITY CORP. This amendment is dated the ___ day of May, 2001. BETWEEN:Consulting Agreement • June 22nd, 2001 • Jawz Inc • Services-computer programming services • Alberta
AGREEMENTAgreement • June 22nd, 2001 • Jawz Inc • Services-computer programming services • New York
Exhibit 2.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of August 21, 2000, among Jaws Technologies, Inc., a Delaware corporation (the "Company"), and the investors signatory hereto...Registration Rights Agreement • January 26th, 2001 • Jawz Inc • Services-computer programming services • Ontario
BETWEENSupport Agreement • September 11th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
LOAN AGREEMENTLoan Agreement • April 12th, 2001 • Jawz Inc • Services-computer programming services • Alberta
JAWZ INC.Subscription Agreement • February 1st, 2001 • Jawz Inc • Services-computer programming services • Ontario
JAWZ INC. The Warrant represented by this certificate replaces WARRANT the Warrant represented by Warrant Certificate AW-3 Warrant No. AW-3B Dated: November 1, 2000 originally issued August 21, 2000.Jawz Inc • January 26th, 2001 • Services-computer programming services
1 EXHIBIT 10.1.2 THIS AGREEMENT made the ___ day of July, 1998. B E T W E E N: ARTHUR WONG, of Atherton, in the State of California, (hereinafter referred to as "Arthur Wong")Agreement • October 13th, 1998 • Jaws Technologies Inc /Ny • Alberta
JAWZ INC.Security Agreement • April 12th, 2001 • Jawz Inc • Services-computer programming services • Alberta
WITNESSETH:Stock Purchase Agreement • January 18th, 2001 • Jawz Inc • Services-computer programming services
2 3 opportunity to review the final form of the U.S. Memorandum and Subscription Agreement prior to the distribution thereof to prospective investors, and the U.S. Memorandum and the Subscription Agreement will be the only offering documents (other...Jaws Technologies Inc /Ny • March 24th, 2000 • Services-computer programming services
JAWS TECHNOLOGIES, INC. 1013 17TH AVENUE, S.W. CALGARY, ALBERTA T2T0A7 CANADAPlacement Agency Agreement • March 24th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • New York
EXHIBIT 10.1 THIS AGREEMENT made the ___ day of July, 1998. B E T W E E N: ARTHUR WONG, of Atherton, in the State of California, (hereinafter referred to as "Arthur Wong")Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
VOTING AND EXCHANGE TRUST AGREEMENTVoting and Exchange Trust Agreement • September 11th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
JAWZ INC.Securities Purchase Agreement • January 26th, 2001 • Jawz Inc • Services-computer programming services
OFJaws Technologies Inc /Ny • February 14th, 2000 • Services-computer programming services
ARTICLE 1 DUTIES ------Employment Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
ARTICLE 1Investment Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • California
