SUBSCRIPTION AGREEMENT TO: ADB SYSTEMS INTERNATIONAL INC., An Ontario Corporation (the "COMPANY) Dear Sirs: Greenwich Growth Fund Ltd. (the "SUBSCRIBER") understands that the Company is proposing to issue one or more series D 8% secured convertible...Subscription Agreement • May 20th, 2003 • Adb Systems International LTD • Services-business services, nec • Ontario
Contract Type FiledMay 20th, 2003 Company Industry Jurisdiction
OPTION AGREEMENTOption Agreement • May 17th, 2002 • Adb Systems International Inc • Services-business services, nec • Saskatchewan
Contract Type FiledMay 17th, 2002 Company Industry Jurisdiction
Exhibit 3.5 REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement is made and entered into as of June 16, 2000 (this "Agreement"), by and between Bid.com International Inc., a corporation organized under the...Registration Rights Agreement • May 23rd, 2001 • Bid Com International Inc • Services-business services, nec • New York
Contract Type FiledMay 23rd, 2001 Company Industry Jurisdiction
ARTICLE I INTERPRETATIONLicense Agreement • March 30th, 1999 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledMarch 30th, 1999 Company Industry Jurisdiction
LOAN AGREEMENT AMENDING AGREEMENT THIS AMENDING AGREEMENT is entered into as of August 30, 2002, by and between ADB SYSTEMS INTERNATIONAL INC., ADB SYSTEMS INTERNATIONAL LTD., each a corporation having its principal place of business at 6725 Airport...Loan Agreement • May 20th, 2003 • Adb Systems International LTD • Services-business services, nec • Ontario
Contract Type FiledMay 20th, 2003 Company Industry Jurisdiction
INTRODUCTION ------------Termination Agreement • March 30th, 1999 • Bid Com International Inc • Services-business services, nec • Virginia
Contract Type FiledMarch 30th, 1999 Company Industry Jurisdiction
EXHIBIT 4.25 SUBSCRIPTION AGREEMENT TO: ADB SYSTEMS INTERNATIONAL INC., An Ontario, Canada based Corporation (the "COMPANY") Dear Sirs: Stonestreet Limited Partnership (the "SUBSCRIBER") understands that the Company is offering 3,300,000 common shares...Subscription Agreement • May 17th, 2002 • Adb Systems International Inc • Services-business services, nec • New York
Contract Type FiledMay 17th, 2002 Company Industry Jurisdiction
This PURCHASE AGREEMENT (this "Agreement"), dated as of June 16, 2000, --------- is entered into by and between Bid.com International Inc., a corporation organized under the laws of Ontario, Canada (the "Company"), with offices at ------- 6725 Airport...Purchase Agreement • May 23rd, 2001 • Bid Com International Inc • Services-business services, nec
Contract Type FiledMay 23rd, 2001 Company Industry
EXHIBIT 4.21 THIS AGREEMENT MADE THE 2ND DAY OF MAY, 2001. BETWEEN:Option Agreement • May 17th, 2002 • Adb Systems International Inc • Services-business services, nec
Contract Type FiledMay 17th, 2002 Company Industry
GENERAL SECURITY AGREEMENT THIS GENERAL SECURITY AGREEMENT is made as of August 30, 2002, by ADB SYSTEMS INTERNATIONAL INC., an Ontario corporation, in favour of GREENWICH GROWTH FUND LTD. FOR GOOD AND VALUABLE CONSIDERATION, the receipt and adequacy...General Security Agreement • May 20th, 2003 • Adb Systems International LTD • Services-business services, nec • Ontario
Contract Type FiledMay 20th, 2003 Company Industry Jurisdiction
INTRODUCTION ------------Interactive Marketing Agreement • March 30th, 1999 • Bid Com International Inc • Services-business services, nec • Virginia
Contract Type FiledMarch 30th, 1999 Company Industry Jurisdiction
ARTICLE 1 INTERPRETATIONSubscription Agreement • March 30th, 1999 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledMarch 30th, 1999 Company Industry Jurisdiction
EXHIBIT 4.26 "UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THE SECURITIES SHALL NOT TRADE THE SECURITIES BEFORE AUGUST 26, 2002." THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER...Warrant Agreement • May 17th, 2002 • Adb Systems International Inc • Services-business services, nec
Contract Type FiledMay 17th, 2002 Company Industry
EXHIBIT 3.1 UNDERWRITING AGREEMENTUnderwriting Agreement • May 22nd, 2000 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledMay 22nd, 2000 Company Industry Jurisdiction
and -Warrant Indenture • May 22nd, 2000 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledMay 22nd, 2000 Company Industry Jurisdiction
EXHIBIT 3.18 UNDERWRITING AGREEMENT November 30, 1998 Bid.Com International Inc. (formerly Internet Liquidators International Inc.) 6725 Airport Road Suite 201 Mississauga, Ontario L4V 1V2 - and - 1184041 Ontario Inc. Smythe Group Company c/o Bid.Com...Underwriting Agreement • February 16th, 1999 • Bid Com International Inc • Ontario
Contract Type FiledFebruary 16th, 1999 Company Jurisdiction
ARTICLE I INTERPRETATIONCo-Operation Agreement • May 20th, 2003 • Adb Systems International LTD • Services-business services, nec • Ontario
Contract Type FiledMay 20th, 2003 Company Industry Jurisdiction
EXHIBIT 3.3 THIS SPECIAL WARRANT INDENTURE made as of the 30th day of September, 1999. B E T W E E N: BID.COM INTERNATIONAL INC., a corporation constituted under the laws of the Province of Ontario, Canada (hereinafter called the "Corporation") --...Special Warrant Indenture • May 22nd, 2000 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledMay 22nd, 2000 Company Industry Jurisdiction
EXHIBIT 4.23 BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • May 17th, 2002 • Adb Systems International Inc • Services-business services, nec • Ontario
Contract Type FiledMay 17th, 2002 Company Industry Jurisdiction
EXHIBIT 3.11 BID.COM INTERNATIONAL INC. (FORMERLY, INTERNET LIQUIDATORS INTERNATIONAL INC.) SUBSCRIPTION AND PURCHASE AGREEMENT U.S. PURCHASERS TO: BID.COM INTERNATIONAL INC, (FORMERLY, INTERNET LIQUIDATORS INTERNATIONAL INC.) AND TO: PAUL GODIN...Subscription and Purchase Agreement • February 16th, 1999 • Bid Com International Inc • Ontario
Contract Type FiledFebruary 16th, 1999 Company Jurisdiction
Exhibit 3.2 E-Commerce Services Agreement THIS AGREEMENT is made as of the 12th day of February, 1997 (the "Effective Date") by and between INTERNET LIQUIDATORS INTERNATIONAL INC., a corporation having a principal place of business at 5915 Airport...E-Commerce Services Agreement • April 15th, 1999 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledApril 15th, 1999 Company Industry Jurisdiction
SUBSCRIPTION AGREEMENT (for Ontario, Alberta, British Columbia)Debenture Subscription Agreement • April 1st, 2009 • Northcore Technologies Inc. • Services-computer programming, data processing, etc. • Ontario
Contract Type FiledApril 1st, 2009 Company Industry Jurisdiction
EXHIBIT 3.10 UNDERWRITING AGREEMENT October 3, 1997 Internet Liquidators International Inc. 5915 Airport Road Suite 330 Mississauga, Ontario L4V 1T1 ATTENTION: PAUL GODIN, PRESIDENT AND CHIEF EXECUTIVE OFFICER...Underwriting Agreement • February 16th, 1999 • Bid Com International Inc • Ontario
Contract Type FiledFebruary 16th, 1999 Company Jurisdiction
AIM STOCK AGREEMENTAim Stock Agreement • April 15th, 1999 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledApril 15th, 1999 Company Industry Jurisdiction
and - CIBC MELLON TRUST COMPANY ----------------------------------------------- Supplemental Warrant Indenture dated as of December 8, 1999 ----------------------------------------------- THIS Warrant Indenture dated as of the 8th day of December,...Supplemental Warrant Indenture • May 22nd, 2000 • Bid Com International Inc • Services-business services, nec
Contract Type FiledMay 22nd, 2000 Company Industry
DISTRIBUTION AGREEMENTDistribution Agreement • March 30th, 1999 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledMarch 30th, 1999 Company Industry Jurisdiction
SUBSCRIPTION AGREEMENT (for Ontario, Alberta and Non-Canadian/Non-U.S. Subscribers)Subscription Agreement • March 24th, 2008 • Northcore Technologies Inc. • Services-computer programming, data processing, etc. • Ontario
Contract Type FiledMarch 24th, 2008 Company Industry Jurisdiction
Exhibit 3.28 February 12,1997 Paul Godin c/o Internet Liquidators International Inc. 5195 Airport Road Suite 330 Mississauga, Ontario L4V 1T1 Dear Paul: Re: Sa1ary Protection In consideration of your agreeing to execute non-competition agreements, one...Salary Protection Agreement • March 30th, 1999 • Bid Com International Inc • Services-business services, nec
Contract Type FiledMarch 30th, 1999 Company Industry
EXHIBIT 3.5 IP RIGHTS AND NON-COMPETITION AGREEMENTIp Rights and Non-Competition Agreement • March 30th, 1999 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledMarch 30th, 1999 Company Industry Jurisdiction
BID.COM INTERNATIONAL INC. SUBSCRIPTION AGREEMENT FOR A SERIES B SPECIAL WARRANT FOR 1,500,000 COMMON SHARES AND A WARRANT FOR A SHARE PURCHASE WARRANT FOR UP TO 100,000 COMMON SHARES OF BID.COM INTERNATIONAL INC.Subscription Agreement • March 30th, 1999 • Bid Com International Inc • Services-business services, nec • Ontario
Contract Type FiledMarch 30th, 1999 Company Industry Jurisdiction
BETWEENBoard Support Agreement • May 17th, 2002 • Adb Systems International Inc • Services-business services, nec
Contract Type FiledMay 17th, 2002 Company Industry
SUBSCRIPTION AGREEMENT (for Ontario, Alberta, British Columbia and Non- Canadian/Non-U.S. Subscribers)Series (L) Debenture Subscription Agreement • April 2nd, 2008 • Northcore Technologies Inc. • Services-computer programming, data processing, etc. • Ontario
Contract Type FiledApril 2nd, 2008 Company Industry Jurisdiction
SHARE PURCHASE AGREEMENT between ADB Systems International Ltd. as Seller and ADB Systemer Holding AS (SUS) as BuyerShare Purchase Agreement • May 31st, 2006 • Adb Systems International LTD • Services-computer programming, data processing, etc.
Contract Type FiledMay 31st, 2006 Company IndustryTHIS SHARE PURCHASE AGREEMENT (hereinafter referred to as the “Agreement”) is entered into on this 18th day of May, 2006, by and between:
Exhibit 3.26 February 21,1997 Paul Godin c/o Internet Liquidators International Inc. 5195 Airport Road Suite 330 Mississauga, Ontario L4V 1T1 Dear Paul: Re: Sa1ary Protection In consideration of your agreeing to the non-competition provisions...Salary Protection Agreement • March 30th, 1999 • Bid Com International Inc • Services-business services, nec
Contract Type FiledMarch 30th, 1999 Company Industry
SUBSCRIPTION AGREEMENT (for U.S. Subscribers)Subscription Agreement • June 30th, 2004 • Adb Systems International LTD • Services-computer programming, data processing, etc. • Ontario
Contract Type FiledJune 30th, 2004 Company Industry Jurisdictionbe relied upon by the Corporation in determining the Subscriber’s eligibility to purchase Convertible Notes under Applicable Securities Laws. The Subscriber agrees that by accepting delivery of the Convertible Notes on the Closing Date, the Subscriber will be representing and warranting that the foregoing representations and warranties are true and correct as at the Closing Time with the same force and effect as if they had been made by the Subscriber at the Closing Time and that they will survive the purchase by the Subscriber of Convertible Notes and will continue in full force and effect notwithstanding any subsequent disposition by the Subscriber of such Convertible Notes.