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
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")Consulting Agreement • October 13th, 1998 • Jaws Technologies Inc /Ny • Alberta
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...Warrant Agreement • January 26th, 2001 • Jawz Inc • Services-computer programming services
Exhibit 10.15 -------------- Subscribers Purchasing Subscriptions in Form Set Forth in Exhibit 10.14Subscription Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services
The following subscribers purchased subscriptions in a private placement of securities on December 31, 1999, pursuant to Subscription Agreements that were substantially similar to the form set forth in exhibit 10.18. The sole material difference between the agreements was the Subscriber and the amount of Units (as defined in each Subscription Agreement) purchased.
WARRANTWarrant Agreement • January 26th, 2001 • Jawz Inc • Services-computer programming services • Ontario
AND -Share Purchase Agreement • September 11th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Ontario
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 MERGERMerger Agreement • July 13th, 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...Warrant 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
LOAN AGREEMENTLoan Agreement • April 12th, 2001 • Jawz Inc • Services-computer programming services • Alberta
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
Exhibit 2.10 [JAWS LOGO] March 29, 2001 VIA FACSIMILE CALP II Limited Partnership c/o Thomson Kernaghan & Co. Limited 365 Bay Street, 12th Floor Toronto, Ontario M5H 2V2 ATTENTION: MARK VALENTINE Re: Securities Purchase Agreement Amendment No. 2 Dear...Securities Purchase Agreement • April 12th, 2001 • Jawz Inc • Services-computer programming services
AMONGSecurities Purchase Agreement • January 26th, 2001 • Jawz Inc • Services-computer programming services • Ontario
ARTICLE 1 DUTIES ------Executive Employment Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
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
BACKGROUNDMaster Agreement • January 11th, 1999 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
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
RECITALSInvestor Rights Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
WARRANTWarrant Agreement • January 26th, 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
Exhibit 10.10 ------------- Purchasers of Common Stock Pursuant to Form of Stock Purchase Agreement Set Forth in Exhibit 10.9 The following entities purchased common stock in a private placement of securities on June 21, 1999, pursuant to Stock...Stock Purchase Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services
The following entities purchased common stock in a private placement of securities on June 21, 1999, pursuant to Stock Purchase Agreements substantially to the form set forth in Exhibit 10.11. The differences between these agreements was purchaser and the amount of common stock purchased.
Exhibit 4.6 ----------- Investors Receiving Warrants in Form Set Forth in Exhibit 4.5Warrant Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services
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...Lease Agreement • October 13th, 1998 • Jaws Technologies Inc /Ny
BETWEENSupport Agreement • September 11th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
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
AND -Share Purchase Agreement • September 18th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services
WITNESSETH:Stock Purchase Agreement • May 30th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services
WITNESSETH:Stock Purchase Agreement • January 18th, 2001 • Jawz Inc • Services-computer programming services
JAWZ INC.Security Agreement • April 12th, 2001 • Jawz Inc • Services-computer programming services • Alberta
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
JAWZ INC.Subscription Agreement • February 1st, 2001 • Jawz Inc • Services-computer programming services • Ontario
AGREEMENTEmployment Agreement • June 22nd, 2001 • Jawz Inc • Services-computer programming services • New York
RECITALSStock Purchase Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
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")Director Agreement • February 14th, 2000 • Jaws Technologies Inc /Ny • Services-computer programming services • Alberta
