EXHIBIT 4.1(ii) REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated as of April 18, 2002, between the investor or investors signatory hereto (each an "Investor" and together the "Investors"), and RAZORFISH, INC., a Delaware...Registration Rights Agreement • May 7th, 2002 • Razorfish Inc • Services-computer integrated systems design
EXHIBIT 10.33 STOCK PURCHASE AGREEMENT by and between COMMUNICADE INC.Stock Purchase Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
LEASELease Agreement • April 30th, 2001 • Razorfish Inc • Services-computer integrated systems design • California
EXHIBIT 10.34 AMENDMENT TO STOCK PURCHASE AGREEMENT This AMENDMENT TO STOCK PURCHASE AGREEMENT (the "AMENDMENT"), dated as of December 10, 1998, by and between Communicade Inc., a Delaware corporation formerly known as JWL Associates Corp....Stock Purchase Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
Share Purchase Agreement Startplattan 71274 AB and Razorfish, Inc. for the sale and purchase of all of the issued shares of Razorfish AB, org. no. 556503-3247 THIS AGREEMENT is made on 12 December 2001 BETWEEN: (1) STARTPLATTAN 71274 AB, org. no....Share Purchase Agreement • December 21st, 2001 • Razorfish Inc • Services-computer integrated systems design
ARTICLE I --------- DEFINITIONS -----------Loan Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
EXHIBIT 10.54 SEPARATION AGREEMENT AND RELEASE OF CLAIMS This Separation Agreement and General Release of all Claims (this "Agreement") is entered into on May 2, 2001 by and between Craig M. Kanarick (the "Executive") and Razorfish, Inc., including...Separation Agreement • May 14th, 2001 • Razorfish Inc • Services-computer integrated systems design • New York
EXHIBIT 1.1 3,000,000 Shares RAZORFISH, INC. Common Stock UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • April 9th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
FIRST AMENDMENT TO ACQUISITION AGREEMENTAcquisition Agreement • January 7th, 2003 • Razorfish Inc • Services-computer integrated systems design • Delaware
EXHIBIT 10.3 EMPLOYMENT AGREEMENT AGREEMENT made this 18th day of September 1996, by and between RAZORFISH, INC., a New York corporation (the "COMPANY"), and JEFFREY A. DACHIS (the "EXECUTIVE"). W I T N E S S E T H: WHEREAS, entering into this...Employment Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
August 14, 2001 John Roberts Chief Financial Officer Razorfish, Inc. 32 Mercer Street New York, NY 10013 Dear Mr. Roberts: The purpose of this Amendment dated August 14, 2001 is to amend that certain letter agreement (the "Agreement") dated as of May...Letter Agreement • October 18th, 2001 • Razorfish Inc • Services-computer integrated systems design
EXHIBIT 4.2 AMENDMENT TO STOCKHOLDERS AGREEMENT This AMENDMENT TO STOCKHOLDERS AGREEMENT (the "Amendment"), dated as of February 3, 1999, by and among RAZORFISH, INC., a New York corporation (the "Company"); COMMUNICADE INC., a Delaware corporation...Stockholders Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
EXHIBIT 4.2(ii) REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated as of April 25, 2002, between the investor or investors signatory hereto (each an "Investor" and together the "Investors"), and RAZORFISH, INC., a Delaware...Registration Rights Agreement • May 7th, 2002 • Razorfish Inc • Services-computer integrated systems design
EXHIBIT 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, dated as of April 15, 2000 (the "Effective Date"), is made by and between Jeffrey A. Dachis, residing at 14 Prince Street, New York, New York, 10012 ("Executive") and Razorfish, Inc., a...Employment Agreement • August 15th, 2000 • Razorfish Inc • Services-computer integrated systems design • New York
AGREEMENT AND PLAN OF MERGER Dated August 10, 1999 By and Among RAZORFISH, INC., RAY MERGER SUB, INC.Merger Agreement • August 20th, 1999 • Razorfish Inc • Services-computer integrated systems design • Delaware
EXHIBIT 4.3(i) NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY OTHER APPLICABLE STATE SECURITIES LAWS IN RELIANCE UPON AN EXEMPTION FROM...Stock Purchase Warrant • May 7th, 2002 • Razorfish Inc • Services-computer integrated systems design
May 24, 2001 John Roberts Chief Financial Officer Razorfish, Inc. 32 Mercer Street New York, NY 10013 Dear Mr. Roberts: The purpose of this letter agreement (the "Agreement") is to set forth the terms and conditions pursuant to which Ladenburg...Placement Agent Agreement • June 1st, 2001 • Razorfish Inc • Services-computer integrated systems design • New York
Dated 3 August 2000 WITTAYU REALTY LIMITED And RAZORFISH LIMITED And RAZORFISH INC AGREEMENT FOR LEASE Relating to Berry House 4 Berry Street London EC1R OAALease Agreement • April 30th, 2001 • Razorfish Inc • Services-computer integrated systems design • England and Wales
Dated as of: May 12, 1997 CBS News Media, a division of CBS Inc. 524 West 57th Street New York, New York 10019 Attn.: Meredith Stark Ladies and Gentlemen: This letter shall constitute the exclusive agreement between you ("CBS") and us ("Razorfish")...Development Agreement • April 9th, 1999 • Razorfish Inc • Services-computer integrated systems design
DRAFTLease Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
CK NON-COMPETITION AGREEMENTNon-Competition Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
EXHIBIT 10.32 STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
Exhibit 10.11 EMPLOYMENT AGREEMENT AGREEMENT made and entered into in New York, New York by and between Razorfish, Inc. (the "Company"), a Delaware corporation with its principal place of business at 107 Grand Street, New York, New York, 10013 and...Employment Agreement • April 5th, 2000 • Razorfish Inc • Services-computer integrated systems design • New York
International Integration Incorporated ("i-Cube") Delaware, U.S.A. ------------ --------------------------------------------------------------------- International Integration Securities Corp. Massachusetts, U.S.A. --------------...Exhibit • April 30th, 2001 • Razorfish Inc • Services-computer integrated systems design
Razorfish, Inc.Warrant Agreement • May 7th, 2002 • Razorfish Inc • Services-computer integrated systems design • New York
RECITALSVoting Agreement • August 20th, 1999 • Razorfish Inc • Services-computer integrated systems design • Delaware
AGREEMENT OF LEASELease Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design
EXHIBIT 10.9 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, dated as of the 19th day June, 1997, is made by and between Jean-Philippe Maheu, 315 Riverside Drive #7A, New York, New York 10025 (hereinafter the "Employee") and Razorfish, Inc., a New...Employment Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
EXHIBIT 10.10 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, dated as of the 1st day June, 1997, is made by and between Evan Orensten residing at 67 Jane Street #1BB, New York, New York 10014 (hereinafter the "Employee") and Razorfish, Inc., a New...Employment Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
EXHIBIT 10.36 CONTRACTOR AGREEMENT Business Terms THIS CONTRACTOR AGREEMENT, consisting of the Business Terms, Standard Conditions, and any attachments thereto ("Agreement") is made by and between Charles Schwab & Co., Inc., a California corporation...Contractor Agreement • April 9th, 1999 • Razorfish Inc • Services-computer integrated systems design • California
EXHIBIT 10.12 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), dated as of October 1, 1998, is made by and between JONAS SVENSSON, residing at Sibyllegatan 41, 114 42 Stockholm, Sweden (hereinafter "Employee"), and RAZORFISH, INC., a...Employment Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design
Between RAZORFISH, INC. andCommon Stock and Warrants Purchase Agreement • May 7th, 2002 • Razorfish Inc • Services-computer integrated systems design • New York
January 6, 2003 SBI and Company SBI Purchase Corp. 2825 East Cottonwood Parkway, Suite 480 Salt Lake City, Utah 84121 Dear Sirs: Reference is made to the Acquisition Agreement and Agreement and Plan of Merger, dated as of November 21, 2002, by and...Acquisition Agreement • January 7th, 2003 • Razorfish Inc • Services-computer integrated systems design
Reference is made to the Acquisition Agreement and Agreement and Plan of Merger, dated as of November 21, 2002, by and among SBI and Company ("Parent"), SBI Purchase Corp. ("Purchaser") and Razorfish, Inc. ("Razorfish"). Razorfish hereby consents to the Purchaser's reduction of the Minimum Condition (as defined in the Acquisition Agreement) to a majority of Razorfish Shares (as defined in the Acquisition Agreement) outstanding.
AMONGSubscription and Exchange Agreement • March 12th, 1999 • Razorfish Inc • Services-computer integrated systems design • New York
AGREEMENT ---------Security Agreement • May 3rd, 2002 • Razorfish Inc • Services-computer integrated systems design • California
