Exhibit 10.8 THIS AGREEMENT is made as of the 7th day of February, 2000 BETWEEN: Yak Communications Canada Inc., a corporation incorporated under the laws of Ontario (hereinafter called the "Client")and S.L.F. SALES LINKED FINANCE LTD., a corporation...Financing Agreement • January 3rd, 2002 • Yak Communications Usa Inc • Telephone communications (no radiotelephone)
EXHIBIT 10.6 EMPLOYMENT AGREEMENT THIS AGREEMENT made the 20/th/ day of September 2000 BY AND AMONG: YAK COMMUNICATIONS (USA), INC., a corporation incorporated and existing under the laws of the State of FloridaEmployment Agreement • January 3rd, 2002 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Ontario
ARTICLE I DEFINITIONSReceivables Sale Agreement • September 27th, 2002 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Ontario
EXHIBIT 10.8 MANAGEMENT CONSULTING AGREEMENT THIS MANAGEMENT CONSULTING AGREEMENT (the "Agreement") has been entered into by and between YAK Communications (U.S.A.) Inc. having its principal place of business at 55 Town Centre Court, Suite 506,...Management Consulting Agreement • December 29th, 1999 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 22nd, 2004 • Yak Communications Inc • Telephone communications (no radiotelephone) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March , 2004, among Yak Communications Inc., a Florida corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).
EXHIBIT 10.7 STOCK OPTION AGREEMENT THIS AGREEMENT made as of the 21/ST/ day of December 2000, by and between Yak Communications (USA) Inc., a Florida corporation (the "Company") and Charles Zwebner ("Zwebner"). WHEREAS, Zwebner is employed by Yak...Stock Option Agreement • January 3rd, 2002 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Florida
AGREEMENT AND PLAN OF MERGER DATED AS OF SEPTEMBER 20, 2006, BY AND AMONG GLOBALIVE COMMUNICATIONS CORP. YAKQUISITION CORP. AND YAK COMMUNICATIONS INC.Merger Agreement • September 22nd, 2006 • Yak Communications Inc • Telephone communications (no radiotelephone) • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of September 20, 2006, by and among Globalive Communications Corp., a Nova Scotia unlimited liability company (“Parent”), Yakquisition Corp., a Delaware corporation (“Sub”) and a wholly-owned subsidiary of Parent, and Yak Communications Inc., a Florida corporation (the “Company”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 22nd, 2004 • Yak Communications Inc • Telephone communications (no radiotelephone) • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March , 2004, by and among Yak Communications Inc., a Florida corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).
BILLING AND COLLECTION SERVICES AGREEMENT This Agreement is made in duplicate this 1 day of (month) November, (year) 2001, between YAK COMMUNICATIONS (CANADA) INC. (name), 55 Town Centre Court, Suite 610 (address) Scarborough, Ontario M1P 4X4 (city...Billing and Collection Services Agreement • September 27th, 2002 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Ontario
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • February 17th, 2004 • Yak Communications Inc • Telephone communications (no radiotelephone) • Florida
This Option Agreement (the “Agreement”) is made as of the 17th day of November, 2003, between Yak Communications Inc., a Florida corporation (the “Company”), and Taras Kapanaiko (the “Optionee”).
PROFESSIONAL SERVICES AGREEMENT BETWEEN YAK COMMUNICATIONS (CANADA) INC. AND CONVENXIA LIMITED MADE AS OF April 7, 2004Professional Services Agreement • September 27th, 2004 • Yak Communications Inc • Telephone communications (no radiotelephone) • Ontario
YAK COMMUNICATIONS (CANADA) INC., a duly incorporated company with its head office at 55 Town Centre, Suite 610, Scarborough, Ontario, Canada M1P 4X4
SHARE AND DEBT PURCHASE AGREEMENT BETWEEN YAK COMMUNICATIONS (CANADA) INC. AND AT&T CANADA CORP. AND AT&T CANADA LTD. MADE AS OF May 5, 2003 McCarthy Tétrault LLPShare and Debt Purchase Agreement • July 15th, 2003 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Ontario
SOFTWARE ACQUISITION AGREEMENTSoftware Acquisition Agreement • July 7th, 2003 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Ontario
AND WHEREAS Consortio wishes to sell the Software to the Purchaser and the Purchaser wishes to purchase the Software from Consortio together with all enhancements and derivative works relating thereto owned by Convenxia on the terms and conditions as set out herein;
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 11th, 2003 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Florida
THIS STOCK PURCHASE AGREEMENT is dated as of March 5, 2003, by and between Yak Communications (USA), Inc. (the “Purchaser”) and Talk Visual Corporation, a Nevada corporation (the “Seller”).
EXHIBIT 10.5 EMI Translation Service Agreement THIS AGREEMENT is made effective as of the 1st day of July, 2000(the "Effective Date"). BETWEEN: YAK Communications (Canada) Inc., a corporation organized under the laws of Ontario (the "Customer")Translation Service Agreement • January 3rd, 2002 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Ontario
EMI Translation and Record Transport Service AgreementEmi Translation and Record Transport Service Agreement • September 28th, 2005 • Yak Communications Inc • Telephone communications (no radiotelephone) • Ontario
VIA HAND DELIVERY Mr. Charles Zwebner Chief Executive Officer Yak Communications Inc.Waiver Agreement • September 21st, 2006 • Yak Communications Inc • Telephone communications (no radiotelephone)
ESCROW AGREEMENTEscrow Agreement • September 22nd, 2006 • Yak Communications Inc • Telephone communications (no radiotelephone) • Ontario
WHEREAS concurrent with the execution of this Agreement, Parent, Yakquisition Corp. (“Sub”) and the Company have entered into an agreement and plan of merger dated as of September 20, 2006 (the “Acquisition Agreement”) pursuant to which Parent and Sub shall make an offer to acquire all of the outstanding common stock of the Company in accordance with the terms thereof (the “Acquisition”).
TELECOMMUNICATIONS SERVICES AND DISBURSEMENT AGREEMENTTelecommunications Services Agreement • September 26th, 2003 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Florida
THIS TELECOMMUNICATIONS SERVICES AGREEMENT (hereinafter “Agreement” or “TSD”) is entered into on November 12th, 2002 (the “Effective Date”), between:
April 11, 2005Invoice Ready Billing and Information Management Services Agreement • September 28th, 2005 • Yak Communications Inc • Telephone communications (no radiotelephone)
SETTLEMENT AGREEMENTSettlement Agreement • March 9th, 2005 • Yak Communications Inc • Telephone communications (no radiotelephone) • Florida
THIS SETTLEMENT AGREEMENT (the “Agreement”) is entered into on this 3rd day of March, 2005, by and among Yak Communications (Canada) Inc., a corporation incorporated under the laws of the Province of Ontario, Canada (“Yak”), Consortio, Inc., a corporation incorporated under the laws of the State of Delaware and Convenxia Limited, a corporation incorporated under the laws of the United Kingdom (“Convenxia”). Yak, Consortio and Convenxia are collectively referred to herein as the “Parties.”
FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN YAK COMMUNICATIONS (CANADA) INC. AND VALERIE FERRAROEmployment Agreement • August 15th, 2006 • Yak Communications Inc • Telephone communications (no radiotelephone)
THIS AMENDMENT (the “Amendment”) to the employment agreement between Yak Communications (Canada) Inc. (the “Corporation”) and Valerie Ferraro (the “Executive”), is entered into and effective as of August 4, 2006.
EXHIBIT 10.3 BILLING AND COLLECTION SERVICE AGREEMENT This Agreement is made in duplicate this 26th day of August, 1998 between Yak Communications Inc. (name) 3460 Bathurst Street (address) Toronto, Ontario M6A 2C4 (city and province) hereinafter...Billing and Collection Service Agreement • January 3rd, 2002 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Ontario
BCE Place, 181 Bay Street Suite 3100 - P.O. Box 830 Toronto, Ontario M5J 2T3 Phone: (416) 848-3500 Fax: (416) 848-3162Fiscal Advisory Agreement • September 21st, 2006 • Yak Communications Inc • Telephone communications (no radiotelephone) • Ontario
Orion Securities Inc. (“Orion”) understands that Yak Communications Inc. (the “Corporation”) is considering strategic alternatives for maximizing shareholder value, including, without limitation, the sale to or merger with a third party, by way of a take-over bid, amalgamation, plan of arrangement, sale of all or substantially all of the assets of the Corporation or other business transaction (any such transaction or combination thereof being referred to herein as a “Proposed Transaction”). The purpose of this letter agreement is to set forth our mutual understanding of the terms of Orion’s engagement by the Independent Committee of the Board of Directors of the Corporation, (the “Independent Committee”)
EXHIBIT 10.9 WEBSITE LICENSE AGREEMENT AGREEMENT made this____day of December, 1999, by and between YAK COMMUNICATIONS, INC. ("YAK"), a Florida corporation with principal offices located at 55 Town Centre Court, Suite 506, Toronto, Ontario M1P 4X4,...Website License Agreement • December 29th, 1999 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • New York
COMMERCIAL SERVICES AND MARKETING AGREEMENTCommercial Services and Marketing Agreement • September 26th, 2003 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Florida
THIS AGREEMENT (hereinafter “Agreement” or “CSM”) is effective as of November 12th, 2002 by and between YAK Communications (Canada), Inc a Canadian corporation having a business address at 55 Town Centre Court #610, Scarborough, Ontario M1P 4X4 (hereinafter “YAK”); and Digital Way, S.A., a Peruvian corporation having a business address at Los Rosales 285 of. 401, San Isidro, Peru (hereinafter “DWSA” or “Authorized Sales Representative); collectively referred to as the “Parties” individually, a “Party.
EMPLOYMENT AGREEMENTEmployment Agreement • September 27th, 2004 • Yak Communications Inc • Telephone communications (no radiotelephone) • Ontario
This Employment Agreement (“Agreement”) is entered into effective as of 1st day of January 2004 (“Effective Date”), by and between Yak Communications (Canada) Inc., an Ontario corporation (the “Company”), and Charles J. Zwebner (“Zwebner”).
SUPPORT AND EXCHANGE AGREEMENTSupport and Exchange Agreement • September 22nd, 2006 • Yak Communications Inc • Telephone communications (no radiotelephone) • Delaware
THIS SUPPORT AND EXCHANGE AGREEMENT, dated as of , 2006 (this “Agreement”), is by and between Globalive Communications Corp., a Nova Scotia unlimited liability company (“Purchaser”), and (the “Stockholder”).
SETTLEMENT AGREEMENTSettlement Agreement • September 21st, 2006 • Yak Communications Inc • Telephone communications (no radiotelephone) • Florida
This Agreement is made as of this 25th day of July, 2005, by and between YAK COMMUNICATIONS INC., a Florida corporation (“Yak”), YAK COMMUNICATIONS (CANADA), INC., a Canadian corporation (“Yak Canada”) and DIGITAL WAY, S.A., a company organized under the laws of Peru (“DWSA”). Yak, Yak Canada and DWSA are collectively referred to herein as the “Parties.”
ContractSecurities Agreement • March 22nd, 2004 • Yak Communications Inc • Telephone communications (no radiotelephone)
NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE 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 “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THESE SECURITIES AND THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 17th, 2004 • Yak Communications Inc • Telephone communications (no radiotelephone) • Florida
THIS EXECUTIVE EMPLOYMENT AGREEMENT is made as of the 17th day of November, 2003, by and between YAK COMMUNICATIONS INC., a Florida corporation, with offices at 55 Town Centre, Suite 610, Scarborough, Ontario M1P 4X4 (the “Company”), and DAVID B. HURWITZ, residing at 48 Dalton Way, Holland, Pennsylvania 18966 (the “Executive”).
Internet Infrastructure Services Agreement Q9 Networks Inc. 100 Wellington St. West P.O. Box 235, Suite 900 Canadian Pacific Tower Toronto-Dominion Centre Toronto, ON M5K 1J3 Tel: (416) 362-7000 Fax: (416) 362-7001 www.Q9.com Master Terms and ConditionsInternet Infrastructure Services Agreement • September 21st, 2006 • Yak Communications Inc • Telephone communications (no radiotelephone) • Ontario
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 15th, 2003 • Yak Communications Usa Inc • Telephone communications (no radiotelephone) • Florida
THIS STOCK PURCHASE AGREEMENT is dated as of March 28, 2003, by and between Yak Communications (USA), Inc. (the “Purchaser”) and Odyssey Management Group, Inc., a Nevada corporation (the “Company”).
March 29, 2005 Gregory Breetz Audit Committee Chair Yak Communications Inc.Engagement Letter • April 6th, 2005 • Yak Communications Inc • Telephone communications (no radiotelephone)
EMPLOYMENT AGREEMENTEmployment Agreement • February 14th, 2006 • Yak Communications Inc • Telephone communications (no radiotelephone) • Ontario
NOW THEREFORE, in consideration of the mutual covenants herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the Corporation and the Executive hereby agree as follows:
