Emerge Interactive Inc Sample Contracts

1 Exhibit 99.4 ----------------------------- Subscription Number
Subscription Agreement • December 10th, 1999 • Emerge Interactive Inc • Services-business services, nec
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1 EXHIBIT 10.10 ASSET PURCHASE AGREEMENT PRIVATE THIS ASSET PURCHASE AGREEMENT (THIS "AGREEMENT") IS DATED AS OF JANUARY 15, 1999 BY AND AMONG EMERGE VISION SYSTEMS, INC. (FORMERLY ENHANCED VISION SYSTEMS, INC.), A DELAWARE CORPORATION ("SELLER"), AND...
Asset Purchase Agreement • October 27th, 1999 • Emerge Interactive Inc • Florida
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1- 2 1.2. Certain Excluded Transfers. The provisions of Articles 1 and 2 of this Agreement shall not apply to the transfer of shares by a Stockholder which are not Restricted Shares (as defined in the Purchase Agreement) to a Permitted Transferee,...
Stockholders Agreement • December 10th, 1999 • Emerge Interactive Inc • Services-business services, nec • Pennsylvania
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WITNESSETH:
Administrative Services Agreement • October 27th, 1999 • Emerge Interactive Inc
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1 EXHIBIT 2.1 AGREEMENT FOR THE PURCHASE AND SALE OF ASSETS, DATED APRIL 20, 2000 AGREEMENT FOR THE PURCHASE AND SALE OF ASSETS
Purchase and Sale Agreement • May 5th, 2000 • Emerge Interactive Inc • Services-business services, nec • Kentucky
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2 3 references in this Agreement to the Registration Statement, the Rule 462 Registration Statement, a preliminary prospectus, the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the...
Underwriting Agreement • January 28th, 2000 • Emerge Interactive Inc • Services-business services, nec • New York
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BACKGROUND
Registration Rights Agreement • October 27th, 1999 • Emerge Interactive Inc • Delaware
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BACKGROUND
Sublease Agreement • January 10th, 2000 • Emerge Interactive Inc • Services-business services, nec
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BACKGROUND
Stockholders' Agreement • October 27th, 1999 • Emerge Interactive Inc • Delaware
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1 Exhibit 10.30 eMerge Interactive, Inc. Securities Purchase Agreement October 27, 1999 Table of Contents
Securities Purchase Agreement • December 10th, 1999 • Emerge Interactive Inc • Services-business services, nec • Pennsylvania
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RECITALS
Registration Rights Agreement • October 12th, 2001 • Emerge Interactive Inc • Services-business services, nec • Delaware
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RECITALS
Investment Agreement • October 12th, 2001 • Emerge Interactive Inc • Services-business services, nec • Delaware
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Lease
Lease • March 28th, 2003 • Emerge Interactive Inc • Services-business services, nec • Florida
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AMONG
Purchase Agreement • October 27th, 1999 • Emerge Interactive Inc • Delaware
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1 EXHIBIT 2.5 AGREEMENT FOR THE PURCHASE AND SALE OF ASSETS, DATED APRIL 21, 2000
Purchase and Sale Agreement • May 5th, 2000 • Emerge Interactive Inc • Services-business services, nec • Texas
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RECITALS
Exclusive License Agreement • January 10th, 2000 • Emerge Interactive Inc • Services-business services, nec • Iowa
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Contract
Securities Agreement • January 31st, 2005 • Emerge Interactive Inc • Services-business services, nec

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.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 25th, 2004 • Emerge Interactive Inc • Services-business services, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of January 22, 2004, among eMerge Interactive, Inc., a Delaware corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).

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BACKGROUND
Purchase and License Agreement • October 27th, 1999 • Emerge Interactive Inc • Florida
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COOPERATIVE RESEARCH AND DEVELOPMENT AGREEMENT No. 58-3K95-M-764 between
Cooperative Research and Development Agreement • January 10th, 2000 • Emerge Interactive Inc • Services-business services, nec
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 8th, 2004 • Emerge Interactive Inc • Services-business services, nec • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 2, 2004, by and among eMerge Interactive, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).

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JOINDER AND CORRECTION TO STOCKHOLDERS' AND REGISTRATION RIGHTS AGREEMENT
Stockholders' and Registration Rights Agreement • October 27th, 1999 • Emerge Interactive Inc
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1 EXHIBIT 10.16 COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (the "Agreement") is made and entered into as of the 6th day of August, 1999, by and between TURNKEY COMPUTER SYSTEMS, INC., a Texas corporation (the "Company") and...
Common Stock Purchase Agreement • October 27th, 1999 • Emerge Interactive Inc • Texas
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 25th, 2004 • Emerge Interactive Inc • Services-business services, nec • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 22, 2004, by and among eMerge Interactive, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).

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1 EXHIBIT 1.2 STANDBY STOCK PURCHASE AGREEMENT BY AND BETWEEN SAFEGUARD SCIENTIFICS, INC.
Standby Stock Purchase Agreement • February 1st, 2000 • Emerge Interactive Inc • Services-business services, nec • Pennsylvania
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AND
Financing Agreement • November 14th, 2001 • Emerge Interactive Inc • Services-business services, nec • Georgia
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TERM NOTE
Term Note • December 10th, 1999 • Emerge Interactive Inc • Services-business services, nec
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DEMAND NOTE
Demand Note • October 27th, 1999 • Emerge Interactive Inc
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VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • October 20th, 2006 • Emerge Interactive Inc • Services-business services, nec • Delaware

This VOTING AND LOCK-UP AGREEMENT (this “Agreement”) dated as of October 16, 2006 among PRIME BIOSOLUTIONS, LLC, a Delaware limited liability company (the ”Company”), EMERGE INTERACTIVE, INC., a Delaware corporation (“eMerge”) and SAFEGUARD SCIENTIFICS (DELAWARE), INC., as a stockholder of eMerge (the ”Stockholder”).

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term NOTE
Loan Agreement • October 27th, 1999 • Emerge Interactive Inc
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TERM NOTE
Term Note • February 1st, 2000 • Emerge Interactive Inc • Services-business services, nec
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 31st, 2005 • Emerge Interactive Inc • Services-business services, nec • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 27, 2005, by and among eMerge Interactive, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).

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RECITALS
Lease and Operating Agreement • November 14th, 2001 • Emerge Interactive Inc • Services-business services, nec • Delaware
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COMMON STOCK PURCHASE WARRANT To Purchase 200,000 Shares of Common Stock of eMerge Interactive, Inc.
Warrant Agreement • February 1st, 2006 • Emerge Interactive 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 January 27, 2006 (the “Initial Exercise Date”) and on or prior to the close of business on January 27, 2011 (the “Termination Date”) but not thereafter, to subscribe for and purchase from eMerge Interactive Inc., a corporation incorporated in Delaware (the “Company”), up to 200,000 shares (the “Warrant Shares”) of Common Stock, par value $0.008 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $0.36, subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein. Capitalized terms used and not otherwise defined herein shall have the meanings set fo

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1 2 (i) a default in the payment by the Borrower to the Lender of principal or interest under this Note as and when the same shall become due and payable;
Revolving Note • February 1st, 2000 • Emerge Interactive Inc • Services-business services, nec
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