THIS VOTING AGREEMENT (this "Agreement") is entered into this 19th day --------- of April, 2001, by and between Learn2.com, Inc., a Delaware corporation ("Learn2") and each of the undersigned stockholders (each an "E-Stamp ------ ------- Stockholder"...Voting Agreement • May 2nd, 2001 • E Stamp Corp • Services-business services, nec • Delaware
EXHIBIT 1.1 __________ Shares E-STAMP CORPORATION Common Stock UNDERWRITING AGREEMENT ---------------------- DONALDSON, LUFKIN & JENRETTE SECURITIES CORPORATION BANC OF AMERICA SECURITIES LLC DEUTSCHE BANC ALEX. BROWN DLJdirect Inc. As representatives...Underwriting Agreement • September 27th, 1999 • E Stamp Corp • Services-business services, nec • New York
1 EXHIBIT 2.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 14th, 2001 • E Stamp Corp • Services-business services, nec • California
ETRACKS SERVICES AGREEMENT CLIENT: Traffix, Inc. One Blue Hill Plaza 5th Floor PO Box 1665 Pearl River, NY 10965 SERVICES DESCRIPTION: Services provided via ASP model. Etracks provides full service until ASP is available. Database Setup: Hygiene,...Services Agreement • May 15th, 2002 • Learn2 Corp • Services-business services, nec
SERVICES DESCRIPTION: Services provided via ASP model. Etracks provides full service until ASP is available. Database Setup: Hygiene, Merge-purge with detailed scrub report per file load. Update List: Additions, Deletions and Deduping Application of Etracks' Global Suppression File Opt-out & Bounce Collection / Suppression List Selection & Segmentation Customization of From Line, Subject Line and Opt-out Language and body personalization Content Formatting--plain text, HTML and AOL (excluding letter creation) Opt-out language insertion Internal Cell Testing Across Multiple Domains External Cell Testing Email Delivery of up to 40 million per day Online Reporting: Delivered, Undelivered, Opened, and Clicks Applying Undeliverable and Opt-outs in Updating Your Database Forwarding of Undeliverable, Opt-outs, Opens, and Clicks in Text Files to Update Your Database weekly for all activity since prior file pull. Forwarding of all customer complaints and inquiries within 1 business day of recei
RECITALS --------Indemnification Agreement • August 17th, 1999 • E Stamp Corp • Delaware
Exhibit 10.18 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT Amendment to Employment Agreement, dated as of February 16, 2002 (the "Amendment"), by and between Learn2 Corporation (successor to Learn2.com, Inc.) (the "Company") and Marc E. Landy...Employment Agreement • April 1st, 2002 • Learn2 Corp • Services-business services, nec
RECITALS --------Stock Pledge Agreement • February 2nd, 2000 • E Stamp Corp • Services-business services, nec
EXHIBIT 10.7 E-STAMP CORPORATION SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • August 17th, 1999 • E Stamp Corp
RECITALSEmployment Agreement • November 14th, 2001 • Learn2 Corp • Services-business services, nec • New York
1 EXHIBIT 10.30 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of April 19, 2001, by and among E-Stamp Corporation, a Delaware corporation with headquarters located at 2051 Stierlin Court, Mountain View,...Registration Rights Agreement • May 9th, 2001 • E Stamp Corp • Services-business services, nec • Delaware
Exhibit 99.1 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of April 19, 2001, by and among E-Stamp Corporation, a Delaware corporation with headquarters located at 2051 Stierlin Court, Mountain View,...Registration Rights Agreement • December 14th, 2001 • Learn2 Corp • Services-business services, nec • Delaware
RECITALSRetention Agreement • November 14th, 2001 • Learn2 Corp • Services-business services, nec • California
BETWEENOffice Lease Agreement • August 14th, 2000 • E Stamp Corp • Services-business services, nec • California
AGREEMENT ---------Change of Control Severance Agreement • March 29th, 2001 • E Stamp Corp • Services-business services, nec • California
Asset Purchase AgreementAsset Purchase Agreement • August 14th, 2002 • Learn2 Corp • Services-business services, nec • Florida
Exhibit 10.23 PROMISSORY NOTE SECURED BY STOCK PLEDGE AGREEMENT NOTICE: THIS PROMISSORY NOTE PROVIDES FOR A BALLOON PAYMENT.Promissory Note • February 2nd, 2000 • E Stamp Corp • Services-business services, nec
Exhibit 10.30 October 23, 2000 Rod Witmond RE: Repurchase of Restricted Stock Dear Rod: This letter sets forth the agreement between you and E-Stamp Corporation ("E-Stamp") regarding the repurchase of 140,625 shares of common stock of E-Stamp...Repurchase Agreement • November 14th, 2000 • E Stamp Corp • Services-business services, nec
This letter sets forth the agreement between you and E-Stamp Corporation ("E-Stamp") regarding the repurchase of 140,625 shares of common stock of E-Stamp ("Shares") registered in your name and currently subject to a right of repurchase by E-Stamp pursuant to the terms of the Restricted Stock Repurchase Agreement dated August 1, 1999 ("Repurchase Agreement").
EXHIBIT 10.16 AGREEMENT FOR SERVICES This Agreement is made and entered into as of June 27, 1997 ("Effective Date") by and between E-Stamp ("Customer") and Pilot Network Services, Inc. ("Pilot"). 1. Term of Agreement. Unless earlier terminated as...Agreement for Services • October 8th, 1999 • E Stamp Corp • Services-business services, nec • California
AMENDMENTEmployment Agreement • November 14th, 2001 • Learn2 Corp • Services-business services, nec
THIS ADVERTISING AND PROMOTION AGREEMENT (the "Agreement") is made this 14 --------- day of May, 1999 (the "Effective Date") between YAHOO!, INC., a California -------------- corporation, with offices at 3420 Central Expressway, Santa Clara, CA 95051,...Advertising and Promotion Agreement • October 8th, 1999 • E Stamp Corp • Services-business services, nec • California
LEARN2.COM, INC. 1311 MAMARONECK AVENUE, SUITE 210 WHITE PLAINS, NY 10604Merger Agreement • May 9th, 2001 • E Stamp Corp • Services-business services, nec
EXHIBIT 10.8 RATIFICATION AGREEMENT THIS RATIFICATION AGREEMENT (this "Agreement") is entered into effective as of September 1, 1996, by and between E-STAMP CORPORATION, a Delaware corporation (the "Company"), and NICOLE WARD, an individual (the...Ratification Agreement • September 2nd, 1999 • E Stamp Corp • Services-business services, nec • California
EXHIBIT 10.17 SUBLEASE AGREEMENT THIS SUBLEASE AGREEMENT ("Sublease") is dated as of the 2nd day of February, 1999, by and between ELECTRONICS FOR IMAGING, INC., a Delaware corporation ("Sublessor"), and E-STAMP CORPORATION, a Delaware corporation...Sublease Agreement • September 2nd, 1999 • E Stamp Corp • Services-business services, nec • California
EXHIBIT 10.15 E-Stamp Corporation/Modus Media Turnkey/Inventory Agreement ----------------------------------------------------------- Parties: This Turnkey/Inventory Agreement ("the Agreement") is made and entered into between E-Stamp Corporation...Turnkey/Inventory Agreement • October 7th, 1999 • E Stamp Corp • Services-business services, nec
Exhibit 10.19 August 2, 1999 Mr. Don Hutchinson SVP & GM @ Work Division Excite@Home ----------- 450 Broadway Street Redwood City, CA 94063 Re: Letter Agreement Dear Mr. Hutchinson: This letter confirms the preliminary terms and conditions of an...Letter Agreement • October 7th, 1999 • E Stamp Corp • Services-business services, nec
RECITALSPremium Partner Website Marketing Agreement • October 7th, 1999 • E Stamp Corp • Services-business services, nec • Washington
1 EXHIBIT 10.34 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this "Agreement") is entered into as of June __, 2001 by and among E-Stamp Corporation, a Delaware corporation ("E-Stamp"), Learn2.com, Inc., a Delaware corporation ("Learn2"), and the...Lock-Up Agreement • June 29th, 2001 • E Stamp Corp • Services-business services, nec • Delaware
ANDMerger Agreement • May 2nd, 2001 • E Stamp Corp • Services-business services, nec • Delaware
RECITALSPlatinum Premiere Partner Package Agreement • October 7th, 1999 • E Stamp Corp • Services-business services, nec
BackgroundCo-Branding and Promotion Agreement • March 30th, 2000 • E Stamp Corp • Services-business services, nec • California
ASSET PURCHASE AGREEMENT dated as of July 22, 2003 by and among Markado, Inc., a Delaware corporation, and LTWC Corporation, a Delaware corporation, LTWCCA Corporation, a California corporation, Viagrafix Corporation, an Oklahoma corporation, LTWCDE...Asset Purchase Agreement • September 16th, 2003 • LTWC Corp • Services-business services, nec • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the 22nd day of July, 2003, by and among Markado, Inc., a Delaware corporation (“Purchaser”), and LTWC Corporation, a Delaware corporation (“LTWC”), LTWCCA Corporation, a California corporation (“LTWCCA”), Viagrafix Corporation, an Oklahoma corporation (“Viagrafix”), LTWCDE Corporation, a Delaware corporation (“LTWCDE”), and LTWC Services, Inc., an Oklahoma corporation (“LTWC Services”) (LTWC, LTWCDE, LTWCCA, Viagrafix and LTWC Services are each individually a “Seller”; and collectively, “Sellers”).
EXHIBIT 10.39 TRACER VAR AGREEMENTVar Agreement • March 29th, 2001 • E Stamp Corp • Services-business services, nec • Massachusetts
CONFORMED COPY] Master Systems and Program Development AgreementMaster Systems and Program Development Agreement • March 29th, 2001 • E Stamp Corp • Services-business services, nec • California
WAIVERRedemption and Termination Agreement • June 29th, 2001 • E Stamp Corp • Services-business services, nec
EXHIBIT 10.12 CRYPTO IBUTTON/TM/ SERVICE PROVIDER AGREEMENT A membership program This Crypto iButton Service Provider Agreement is between Dallas Semiconductor Corporation ("DS") and the Crypto iButton Issuer (the "CiBi") whose name and principal...Crypto Ibutton Service Provider Agreement • September 2nd, 1999 • E Stamp Corp • Services-business services, nec • Texas
