EXECUTION COPY REGISTRATION RIGHTS AGREEMENT ----------------------------- THIS REGISTRATION RIGHTS AGREEMENT ("Agreement") is entered into as of September 12, 2000 between Constellation 3D, Inc., a Florida corporation with offices at 230 Park Avenue,...Registration Rights Agreement • October 20th, 2000 • Constellation 3d Inc • Computer storage devices • New York
WARRANT AGREEMENT dated as of December 1, 1999 between C3D Inc., a Florida corporation (the "Company") and Sands Brothers & Co., Ltd. (hereinafter referred to variously as the "Holder" or "Sands Brothers"). W I T N E S S E T H: -------------------...Warrant Agreement • January 14th, 2000 • C3d Inc • Services-prepackaged software • New York
LOAN AGREEMENT By and BetweenLoan Agreement • November 30th, 2001 • Constellation 3d Inc • Computer storage devices • New York
REGISTRATION RIGHTS AGREEMENT THIS AGREEMENT is made this 11th day of November 1999, by and between C3D Inc., a Florida corporation (the "Company"), and Wilbro Nominees Limited ("Wilbro"). W I T N E S S E T H: WHEREAS, the Agreement is executed...Registration Rights Agreement • December 27th, 1999 • C3d Inc • Services-prepackaged software • New York
Exhibit 4.42 THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"),...Common Stock Purchase Warrant • August 14th, 2001 • Constellation 3d Inc • Computer storage devices • New York
EXHIBIT 10.3 DRAFT SEPTEMBER 10, 2001 SETTLEMENT AGREEMENT AND RELEASE Challis International Limited ("Challis"),Allgemeine Repraesentationsanstalt Postfach 539Am Schragen Weg 2 FL 9490 Vaduz Principality of Liechtenstein, Roderic Alexander Innes...Settlement Agreement • October 25th, 2001 • Constellation 3d Inc • Computer storage devices • New York
BACKGROUNDSubscription Agreement • December 27th, 1999 • C3d Inc • Services-prepackaged software • Florida
EXHIBIT 4.6 SECURITY AGREEMENT ------------------ This SECURITY AGREEMENT, dated as of October 1, 2001, is made by CONSTELLATION 3D, INC., a corporation organized under the laws of the State of Delaware (the "Company"), with its principal offices...Security Agreement • October 25th, 2001 • Constellation 3d Inc • Computer storage devices • New York
WHEREAS, Con Tech and the Company are parties to a certain Loan Agreement, of even date herewith (the "Company Loan Agreement"), pursuant to ---------------------- which Con Tech is providing a term loan facility of up to $20 million to the Company.Registration Rights Agreement • November 30th, 2001 • Constellation 3d Inc • Computer storage devices • New York
LOAN AGREEMENT (this "Agreement"), dated as of August 22, 2000, by and among Constellation 3D Technology Limited, a British Virgin Islands company located at Road Town, Tortola, British Virgin Islands (the "Lender"), and Constellation 3D, Inc., a...Loan Agreement • October 20th, 2000 • Constellation 3d Inc • Computer storage devices • New York
EXHIBIT 4.4 REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement ("Agreement") is entered into as of October 19, 2001 between Constellation 3D, Inc., a Delaware corporation (the "Company") and each of the...Registration Rights Agreement • October 25th, 2001 • Constellation 3d Inc • Computer storage devices • New York
STOCK OPTION AGREEMENT This Stock Option Agreement ("Agreement"), dated December 27, 1999, is made by and between C3D Inc., a Florida corporation ("Company") and Brigadier General Itzhak Yaakov ("Optionee"). WHEREAS, Company desires to afford Optionee...Stock Option Agreement • January 14th, 2000 • C3d Inc • Services-prepackaged software • Florida
AMENDED AND RESTATED COMMON STOCK PURCHASE AGREEMENT BetweenCommon Stock Purchase Agreement • August 24th, 2001 • Constellation 3d Inc • Computer storage devices • New York
LEASELease • May 15th, 2001 • Constellation 3d Inc • Computer storage devices
This ASSIGNMENT AGREEMENT (this "Agreement") dated as of November 16, --------- 2001 is made by and among Constellation 3D Technology Limited, a corporation organized under the laws of the British Virgin Islands (the "Assignor"), TIC -------- Target...Assignment Agreement • November 30th, 2001 • Constellation 3d Inc • Computer storage devices • New York
CONSTELLATION 3D, INC. SECURITIES PURCHASE AGREEMENT March 23, 2000 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the "Agreement") is made as of the 23rd day of March, by and between Constellation 3D, Inc., a Florida corporation...Securities Purchase Agreement • March 31st, 2000 • C3d Inc • Services-prepackaged software • New York
REGISTRATION RIGHTS AGREEMENT THIS AGREEMENT is made this 24th day of December 1999, by and between C3D Inc., a Florida corporation (the "Company"), and Winnburn Advisory, a Nevis corporation ("Winnburn"). W I T N E S S E T H: WHEREAS, the Agreement...Registration Rights Agreement • December 27th, 1999 • C3d Inc • Services-prepackaged software • New York
EXHIBIT 10.38 EMPLOYMENT AGREEMENT BY AND BETWEEN CONSTELLATION 3D, INC.Employment Agreement • May 15th, 2001 • Constellation 3d Inc • Computer storage devices • New York
December 1999Letter of Intent • December 27th, 1999 • C3d Inc • Services-prepackaged software
ANDEmployment Agreement • December 27th, 1999 • C3d Inc • Services-prepackaged software
C3D INC.Purchase Agreement • December 27th, 1999 • C3d Inc • Services-prepackaged software • New York
EXHIBIT 4.9 THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. IT MAY NOT BE TRANSFERRED, ASSIGNED, SOLD OR OFFERED FOR SALE EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER...Debenture Agreement • October 25th, 2001 • Constellation 3d Inc • Computer storage devices
C3D INC., a Florida corporation, as Buyer CONSTELLATION 3D TECHNOLOGY LIMITED, a British Virgin Islands corporation, as SellerAsset Purchase Agreement • November 12th, 1999 • C3d Inc • Florida
WHEREAS, it is a condition precedent to the Lender's obligation to make the loan to the Company under the Loan Agreement, of even date herewith, by and between the Lender and the Company (the "Loan Agreement") that the Company -------------- execute...Security Agreement • November 30th, 2001 • Constellation 3d Inc • Computer storage devices • New York
W I T N E S S E T H - - - - - - - - - -Restructuring Agreement • November 30th, 2001 • Constellation 3d Inc • Computer storage devices
OPTION AGREEMENT (this "Agreement"), dated as of November 16, 2001, by --------- and between Constellation 3D Technology Limited, a corporation organized under the laws of the British Virgin Islands (the "Holder") and Constellation 3D, ------ Inc., a...Option Agreement • November 30th, 2001 • Constellation 3d Inc • Computer storage devices • New York
Exhibit 4.44 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 13, 2001, by and between CONSTELLATION 3D, INC., a Delaware corporation, with headquarters located at 805 Third Avenue, 14th Floor, New...Registration Rights Agreement • August 14th, 2001 • Constellation 3d Inc • Computer storage devices • New York
CONSTELLATION 3D, INC. Registration Rights Agreement Registration Rights Agreement (the "Agreement") dated as of March 24, 2000 by and among Constellation 3D, Inc., a Florida corporation (the "Company"), and the investors listed on Exhibit A hereto...Registration Rights Agreement • March 31st, 2000 • C3d Inc • Services-prepackaged software • New York
AMENDING AGREEMENTAmending Agreement • January 3rd, 2002 • Constellation 3d Inc • Computer storage devices
Debenture Purchase Agreement ("Agreement") dated as of October 19, 2001 by and among CONSTELLATION 3D, INC., a Delaware corporation (the "Company"), and the entities listed as Purchasers on Schedule I attached to this Agreement (each ---------- a...Debenture Purchase Agreement • October 25th, 2001 • Constellation 3d Inc • Computer storage devices • New York
EXHIBIT 4.7 SUBSIDIARY GUARANTEESubsidiary Guarantee • October 25th, 2001 • Constellation 3d Inc • Computer storage devices • New York
C3D INC.Purchase Agreement • December 27th, 1999 • C3d Inc • Services-prepackaged software • New York
ARTICLE II. INVESTOR'S REPRESENTATIONS AND WARRANTIESSecurities Purchase Agreement • November 30th, 2001 • Constellation 3d Inc • Computer storage devices • New York
Exhibit 10.2 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 16, 2001, by and between CONSTELLATION 3D, INC., a Delaware corporation, with headquarters...Registration Rights Agreement • August 24th, 2001 • Constellation 3d Inc • Computer storage devices • New York
FINDER'S AGREEMENT This Finder's Agreement (this "Agreement") is made as of July 13, 2000, between Constellation 3D, Inc., a Florida Corporation (the "Company"), and The Shemano Group, Inc., a California corporation (the "Finder"). The Finder and the...Finder's Agreement • October 20th, 2000 • Constellation 3d Inc • Computer storage devices • California
