RECITALSEmployment Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • California
by and amongEscrow Agreement • May 27th, 2005 • Artistdirect Inc • Services-business services, nec • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF JULY 28, 2005,Agreement and Plan of Merger • August 5th, 2005 • Artistdirect Inc • Services-business services, nec • California
OFStockholders Agreement • February 26th, 2001 • Artistdirect Inc • Services-business services, nec • Delaware
EXHIBIT 4.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION...Artistdirect Inc • April 27th, 2005 • Services-business services, nec • New York
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION...Artistdirect Inc • May 27th, 2005 • Services-business services, nec • New York
EXHIBIT 4.6Registration Rights Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec
RECITALSStock Option Agreement • August 27th, 2001 • Artistdirect Inc • Services-business services, nec • California
EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION...Artistdirect Inc • May 27th, 2005 • Services-business services, nec • New York
UNITPurchase Agreement • March 29th, 2002 • Artistdirect Inc • Services-business services, nec • New York
EXHIBIT 10.2 TERMINATION AGREEMENT made as of July 30, 2004, among ARTISTdirect, Inc., a Delaware corporation ("ADI"), ARTISTdirect Records, L.L.C., a Delaware limited liability company ("ADR") and BMG Music, a New York general partnership ("BMG")....Termination Agreement • August 20th, 2004 • Artistdirect Inc • Services-business services, nec
Exhibit 4.8 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of July 28, 2005, by and among ARTISTdirect, Inc., a Delaware corporation, with headquarters located at 10900 Wilshire Boulevard, Suite 1400, Los...Registration Rights Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • New York
EXHIBIT 10.7 PLEDGE AGREEMENT This PLEDGE AGREEMENT dated as of July 28, 2005 (as may be amended, restated, supplemented, or otherwise modified from time to time, this "Agreement") among ArtistDirect, Inc., a Delaware corporation (the "Company") and...Pledge Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • New York
1 EXHIBIT 10.26 ADNM MERCHANDISER AGREEMENT THIS AGREEMENT, dated as of April 1, 1999, between Giant Merchandising ("Merchandiser"), 5655 Union Pacific Avenue, Commerce, CA 90022, and ARTISTdirect New Media, LLC ("ADNM"), 17835 Ventura Blvd., Suite...Agreement • March 27th, 2000 • Artistdirect Inc • Services-business services, nec • California
EXHIBIT 1.1 5,000,000 SHARES ARTISTDIRECT, INC. COMMON STOCK $.01 PAR VALUE PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • March 3rd, 2000 • Artistdirect Inc • Services-business services, nec • New York
EXHIBIT 10.12 This Securities Purchase Agreement (the "Purchase Agreement") contains certain representations and warranties (the "Representations") by ARTISTdirect, Inc. (the "Company") in favor of the Buyers named therein (the "Buyers"). The Purchase...Securities Purchase Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • New York
OFFICE LEASEOffice Lease • March 3rd, 2000 • Artistdirect Inc • Services-business services, nec • California
EXHIBIT 10.13 SUBORDINATION AGREEMENT This Subordination Agreement (this "Agreement") is made as of this 28th day of July, 2005, among U.S. Bank National Association as collateral agent (the "Collateral Agent") for the Senior Creditors (as defined...Subordination Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • New York
RECITALSNon-Competition Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • California
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of July 28, 2005, by and among ARTISTdirect, Inc., a Delaware corporation, with headquarters located at 10900 Wilshire Boulevard, Suite 1400, Los...Registration Rights Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • New York
EXHIBIT 10.34 ARTISTDIRECT RECORDS, LLC SHORT FORM DISTRIBUTION AND FOREIGN LICENSE AGREEMENT Reference is made to the short form equity agreement between BMG Music d/b/a BMG Entertainment, having an office at 1540 Broadway, New York, NY 10036-4098...Security Agreement • March 29th, 2002 • Artistdirect Inc • Services-business services, nec • New York
Among ARTISTDIRECT, INC. and CHASE VENTURE CAPITAL ASSOCIATES, L.P. and CASSANDRA/ARTISTDIRECT PARTNERS, LLC and CCP/PSILOS ARTISTDIRECT, LLC and CCP/PSILOS UBL, LLC and FLATIRON FUND 1998/99, LLC and FLATIRON ASSOCIATES, LLC and SPINNAKER TECHNOLOGY...Registration Rights Agreement • January 27th, 2000 • Artistdirect Inc • Services-business services, nec • Delaware
1 EXHIBIT 10.16 Deferred Compensation Agreement This Agreement is made as of the 1st day of April, 1998 between ArtistDirect, LLC, a California limited liability company (the "Company") and Keith Yokomoto ("Employee"). WHEREAS, the Company is operated...Deferred Compensation Agreement • October 14th, 1999 • Artistdirect Inc • Services-business services, nec • California
RECITALS:Noncompetition Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • California
ARTICLE IVoting Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • New York
1 REDACTED EXHIBIT 10.27 ADNM MERCHANDISER AGREEMENT This Agreement, dated as of June 7, 1999, between Winterland Concessions Company, a California corporation, doing business as "Winterland" ("Merchandiser"), 1951 Fairway Drive, San Leandro, CA...Agreement • March 27th, 2000 • Artistdirect Inc • Services-business services, nec • California
EXHIBIT 10.6 SECURITY AGREEMENT SECURITY AGREEMENT, dated as of July 28, 2005 (as may be amended, restated, supplemented or otherwise modified from time to time, this "Agreement"), among ARTISTDirect, Inc., a Delaware corporation (the "Company"), and...Security Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • New York
MASTER AGREEMENT CNP, INC. 1465 Northside Drive, Suite 222 Atlanta, Georgia 30318 Agreement Number: _____________ Date: ___________________ This Master Agreement ("Agreement") is between CNP, INC. (a Delaware Corporation) on behalf of itself and its...Professional Services Agreement • November 21st, 2001 • Artistdirect Inc • Services-business services, nec • Georgia
REDACTED EXHIBIT 10.3 BMI WEB SITE MUSIC PERFORMANCE AGREEMENT http://www.bmi.com AGREEMENT, made on October 9, 1998, by and between BROADCAST MUSIC, INC. ("BMI"), a New York corporation with its principal offices at 320 West 57th Street, New York,...Agreement • March 16th, 2000 • Artistdirect Inc • Services-business services, nec • New York
SCHEDULE I TO TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • New York
EXHIBIT 10.36 ESCROW AGREEMENT Escrow Agreement dated as of the effective date (the "Effective Date") set forth on schedule 1 attached hereto ("Schedule 1") by and among Ticketmaster (formerly known as Ticketmaster Online-Citysearch, Inc.) ("TM"),...Escrow Agreement • May 15th, 2002 • Artistdirect Inc • Services-business services, nec • New York
EXHIBIT 10.9 PATENT SECURITY AGREEMENT Patent Security Agreement, dated as of July 28, 2005 (as amended, restated or otherwise modified from time to time, the "Patent Security Agreement"), between MediaDefender, Inc., a Delaware corporation...Patent Security Agreement • August 3rd, 2005 • Artistdirect Inc • Services-business services, nec • New York
1 EXHIBIT 10.7 SECURITIES PURCHASE AGREEMENT dated as of July 28, 1998Securities Purchase Agreement • October 14th, 1999 • Artistdirect Inc • Services-business services, nec • California
R E C I T A L SEmployment Agreement • October 14th, 1999 • Artistdirect Inc • Services-business services, nec • California
EXHIBIT 10.44 YAHOO REMOTE MERCHANT INTEGRATION PROGRAM AGREEMENT YAHOO! REMOTE MERCHANT INTEGRATION (RMI) PROGRAM AGREEMENT THIS RMI AGREEMENT (the " RMI Agreement") is made as of this 24th day of December, 1999 (the "Effective Date") between YAHOO!...Program Agreement • March 27th, 2000 • Artistdirect Inc • Services-business services, nec
