REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December ___, 2007, between uVuMobile, Inc., a Delaware corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
First Allonge to the Promissory Note dated January 22, 2001 made by ASPI EUROPE, INC. in favor of RICARDO REQUENAPromissory Note • August 14th, 2001 • Aspi Europe Inc • Services-business services, nec
COMMON STOCK PURCHASE WARRANT UVUMOBILE, INC.Security Agreement • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the date the Authorized Share Approval is received and effective (the “Termination Date”) but not thereafter, to subscribe for and purchase from uVuMobile, Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ASPi Europe, Inc. 1940 West 11th Ave Vancouver, BC V6J 2C6 Canada (604) 687-7661 Fax (604) 687-7684Acquisition Agreement • June 14th, 2001 • Aspi Europe Inc • Services-business services, nec
VANCOUVER, BRITISH COLUMBIA - ASPi Europe, Inc. (the "Company") (OTCBB: "ASPQ") announced today that it has executed an agreement (the "Agreement") to acquire all of the issued and outstanding equity securities of GrowthExperts Group Inc. ("GrowthExperts"), as provided for in the Letter of Intent among the parties previously announced on April 30, 2001.
Exhibit 10.7 FORM OF REGISTRATIONS RIGHTS AGREEMENT BETWEEN SMARTVIDEO TECHNOLOGIES, INC. AND EACH OF WILLIAM BANDY, THOMAS BIVENS, JERRY W. BRATTON, CHRISTOPHER V. DEVONE, ANDY GOLD, J. MARK LEHO, MARK HESTRIN, MITCHELL METZMAN, MARK E. SCHUTZ,...Registration Rights Agreement • March 30th, 2004 • Smart Video Technologies Inc • Services-business services, nec • Delaware
Exhibit 10.2 SHOPPING SHERLOCK, INC. 1999 STOCK OPTION PLAN STOCK OPTION AGREEMENT THIS AGREEMENT is entered into as of the _____ day of June, ______ ("Date of Grant") between Shopping Sherlock, Inc., a Florida corporation (the "Company"), and...Stock Option Agreement • July 23rd, 1999 • Shopping Sherlock Inc • Washington
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT is entered into as of __________, 2001, by and among ASPI EUROPE, INC., a Delaware corporation (the "Company"), having an office at 1940 West 11th Avenue, Vancouver, British...Registration Rights Agreement • August 14th, 2001 • Aspi Europe Inc • Services-business services, nec • Washington
SUBLEASESublease • July 23rd, 1999 • Shopping Sherlock Inc
EXHIBIT 10.2 FIRST AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT THIS FIRST AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the "Amended Agreement") is entered into as of the date set forth below between GrowthExperts Group Inc., an Alberta...Executive Employment Agreement • July 24th, 2001 • Aspi Europe Inc • Services-business services, nec • British Columbia
ANDMerger Agreement • July 23rd, 1999 • Shopping Sherlock Inc • California
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December ___, 2007 between uVuMobile, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
LETTER OF INTENT ---------------- Letter of IntentLetter of Intent • March 1st, 2001 • Aspi Europe Inc • Services-business services, nec
8% SECURED CONVERTIBLE DEBENTURE DUE DECEMBER ___, 2009Convertible Security Agreement • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec • New York
THIS DEBENTURE is one of a series of duly authorized and validly issued 8% Secured Convertible Debentures of uVuMobile Inc., a Delaware corporation, (the “Company”), having its principal place of business at 2160 Satellite Boulevard, Suite 130, Duluth, Georgia 30097, designated as its 8% Secured Convertible Debenture due December ___, 2009 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
EXHIBIT 2.4 SUPPORT AGREEMENT THIS made effective June 11, 2001. AMONG: ASPI EUROPE, INC., a Delaware corporation ("Pubco") AND: ASPI ALBERTA HOLDINGS INC., an Alberta corporation (the "Aquiror") AND: GROWTHEXPERTS GROUP INC., an Alberta corporation...Support Agreement • July 24th, 2001 • Aspi Europe Inc • Services-business services, nec
SECURITY AGREEMENTSecurity Agreement • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec • New York
This SECURITY AGREEMENT, dated as of December __, 2007 (this “Agreement”), is among uVuMobile, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 8% Secured Convertible Debentures due December ___, 2009 and issued on December ___, 2007 in the original aggregate principal amount of $[_____ (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
Exhibit 10.3 STRATEGIC ALLIANCE AGREEMENT: ECOMMERCE, MARKETING AND OPERATIONS This ecommerce, marketing and operations agreement (the "Agreement") is made this 4th day of February, 1999 ("Effective Date"), by and between Shopping Sherlock, Inc., a...Strategic Alliance Agreement • July 23rd, 1999 • Shopping Sherlock Inc • Washington
RECITALS:Merger Agreement • March 1st, 2001 • Aspi Europe Inc • Services-business services, nec • Florida
RECITALSCredit Facility Agreement • August 14th, 2000 • Shopping Sherlock Inc • Services-business services, nec • Washington
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 21st, 2007 • uVuMobile, Inc • Services-business services, nec • New York
SUBSIDIARY GUARANTEE, dated as of December __, 2007 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between uVuMobile, Inc., a Delaware corporation (the “Company”) and the Purchasers.
RECITALSEmployment Agreement • July 23rd, 1999 • Shopping Sherlock Inc • Washington
STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "Agreement") is dated as of March 26, 2002, by and among ASPi Europe, Inc., a Delaware corporation having its principal place of business at 312 North 13th Street, Oxford, Mississippi, 38655...Stock Purchase Agreement • April 4th, 2002 • Aspi Europe Inc • Services-business services, nec • Washington
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 8th, 2008 • uVuMobile, Inc • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December ___, 2007 between uVuMobile, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
EXHIBIT 4.4 W-UNIT 1 THIS WARRANT, AND ALL SHARES OF CAPITAL STOCK ISSUABLE HEREUNDER, HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED ("1933 ACT") OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS...Warrant Agreement • August 14th, 2001 • Aspi Europe Inc • Services-business services, nec • Washington
Identification No. ___________ NONE OF THE SECURITIES TO WHICH THIS UNIT SUBSCRIPTION AGREEMENT RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO...Unit Subscription Agreement • August 14th, 2001 • Aspi Europe Inc • Services-business services, nec
EXHIBIT 2.2 AMENDING AGREEMENT THIS AMENDING AGREEMENT made June 29, 2001 BETWEEN: ASPI EUROPE, INC., incorporated under the laws of Delaware ("ASPI") AND: ASPI ALBERTA HOLDINGS INC., incorporated under the laws of Alberta ("Acquiror") AND:...Amalgamation Agreement • July 24th, 2001 • Aspi Europe Inc • Services-business services, nec • British Columbia
Exhibit 10.5 CONSULTING AGREEMENT FOR NON-TECHNICAL SERVICES EFFECTIVE DATE: February 15, 1999 THIS CONSULTING AGREEMENT FOR NON-TECHNICAL SERVICES (the "Agreement") is made by and between SHOPPING SHERLOCK INC. ("Shopping Sherlock"), a Florida...Consulting Agreement • July 23rd, 1999 • Shopping Sherlock Inc • Washington
Exhibit 10.4 EMPLOYMENT AGREEMENT BETWEEN MARC-ANDRE BOISSEAU AND SMARTVIDEO TECHNOLOGIES, Inc. Date: February 19, 2004 To: Marc-Andre Boisseau Subject: Employment Proposal This letter will confirm your desire for employment with SmartVideo...Employment Agreement • March 30th, 2004 • Smart Video Technologies Inc • Services-business services, nec
EXHIBIT 10.10 SUB-SUBLEASE THIS SUB-SUBLEASE is entered into as of May 21, 2001, between, Vault Capital, Inc., a Washington corporation ("Sub-Sublessor"), and GrowthExperts Group, Inc., an Alberta, Canada corporation ("Sub- Sublessee"). RECITALS A....Sub-Sublease • August 14th, 2001 • Aspi Europe Inc • Services-business services, nec
ContractRegistration Rights Agreement • April 29th, 2005 • Smart Video Technologies Inc • Services-business services, nec • Georgia
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 SECURITIES LAWS IN RELIANCE UPON AN EXEMPTION FROM THE REGISTRATION...Warrant Agreement • April 29th, 2005 • Smart Video Technologies Inc • Services-business services, nec
THIS CERTIFIES that, for value received, Interim CFO Solutions LLC or registered assigns (the "Holder" or “Registered Holder”), is entitled, upon the terms and subject to the conditions hereinafter set forth, at any time on or after the date hereof (the "Exercise Date") and on or prior to the close of business on the date which is five years after the date hereof (the "Termination Date"), to subscribe for and purchase from SmartVideo Technologies, Inc. (the "Company"), up to 434,783 (One hundred thousand) shares (the "Warrant Shares") of common stock, par value $.001 per share (the "Common Stock") of the Company. The purchase price of one share of Common Stock (the "Exercise Price") under this Warrant shall be $2.00 (Two dollars and no cents). The Exercise Price and the number of shares for which the Warrant is exercisable shall be subject to adjustment as provided herein.
EXHIBIT 2.3 VOTING AND EXCHANGE AGREEMENT THIS VOTING AND EXCHANGE AGREEMENT is entered into as of June ___, 2001, among ASPi Europe, Inc., a Delaware corporation ("Pubco"), GrowthExperts Group Inc., an Alberta corporation ("Target"), Clark, Wilson...Voting and Exchange Agreement • July 24th, 2001 • Aspi Europe Inc • Services-business services, nec • British Columbia
PROMISSORY NOTE WITH WARRANTSConvertible Note Agreement • September 25th, 2007 • uVuMobile, Inc • Services-business services, nec
FOR VALUE RECEIVED, uVuMobile, Inc., a Delaware corporation (the “Company”), hereby promises to pay KLC Ventures LP an individual and resident of the State of Georgia, with a mailing address of 574 Vinings Springs Drive, Mableton, GA 30126 or his or her assigns (the “Lender”) the principal amount of Twelve Thousand Five Hundred Dollars ($12,500.00), together with interest accrued thereon calculated from the date hereof in accordance with the provisions of this Note.
GRAPHIC] HQ GLOBAL WORKPLACESOffice Service Agreement • March 30th, 2000 • Shopping Sherlock Inc • Services-business services, nec
REGISTRATIONS RIGHTS AGREEMENTRegistration Rights Agreement • March 9th, 2007 • Smart Video Technologies Inc • Services-business services, nec • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of February 28, 2006, between SmartVideo Technologies, Inc., a Delaware corporation (the “Company”), the parties whose names appear on the signature page hereof (individually, a “Holder” and collectively, the “Holders”).
EXHIBIT 10.17 [GRAPHIC] HQ GLOBAL WORKPLACES MASTER OFFICE SERVICE AGREEMENT This Master Office Service Agreement ("Master Agreement") is dated and is entered into in Seattle, Washington by and between HQ GLOBAL WORKPLACES, INC. (hereinafter "HQ") and...Master Office Service Agreement • March 30th, 2000 • Shopping Sherlock Inc • Services-business services, nec
