AGREEMENT AND PLAN OF REORGANIZATION DATED OCTOBER 2,1996 BY AND AMONG ANERINET FINANCIAL SYSTEMS, INC., JONES NAUGHTON ENTERTAINMENT, INC., REAL ESTATE TELEVISION NETWORK INC. AND ANFS, INC.Agreement and Plan of Reorganization • December 3rd, 1999 • Go Online Networks Corp • Services-business services, nec • California
RECITALS:Registration Rights Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • Delaware
ACQUISITION AGREEMENT Agreement dated as of January 10, 2000 between GO ONLINE NETWORKS CORPORATION, a Delaware corporation ("GONT"), and Westlake Capital Corporation, a Colorado corporation ("Westlake"). The parties agree as follows: 1. THE...Acquisition Agreement • January 11th, 2000 • Go Online Networks Corp • Services-business services, nec • California
ESCROW AGREEMENT THIS ESCROW AGREEMENT (the "Escrow Agreement") is entered into as of this 17th day of November 1997 between JONES NAUGHTON ENTERTAINMENT, INC., a Colorado corporation ("JNE"), Patricia L. Schonebaum IRA Account ("Purchaser") and MRC...Escrow Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
ADDENDUM TO EMPLOYMENT AGREEMENT This Addendum ("Addendum") to that certain Employment Agreement ("Agreement") by and between Jones Naughton Entertainment, Inc., a Colorado corporation (now known as Go Online Networks Corporation, a Delaware...Employment Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec
EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement") is made, entered into, and effective as of April 12, 1999 ("Effective Date"), by and between Jones Naughton Entertainment, Inc., a Colorado corporation (the "Company") and James Cannon...Employment Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
MARKETING AGREEMENTMarketing Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
eOfficeSuites, Inc. OFFICE LEASE BASIC PROVISIONSOffice Lease • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec
GRAPHIC OMITED] IN ORDER TO BE AN AUTHORIZED MEMBER OF THE NETWORK, YOU MUST AGREE TO ABIDE BY ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS NETWORK MEMBERSHIP AGREEMENT. WE ASK THAT YOU PLEASE READ THIS AGREEMENT CAREFULLY BEFORE REGISTERING AND...Network Membership Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • New York
FIRST COMPANY SECURITY AGREEMENT Date: July 8, 1998 The undersigned (herein referred to as "Debtor") hereby agrees in favor of Affiliated Marketing Services, Inc., a California corporation, or its lawful assigns (herein referred to as "Secured...Security Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
REORGANIZATION AND STOCK PURCHASE AGREEMENTReorganization and Stock Purchase Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
LEASE AGREEMENTLease Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec
RECITALSExclusive Rights Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec
EXHIBIT C REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of September 20, 1999, between Go Online Networks Corporation, a Delaware corporation (the "Company"), and the Purchaser named on...Registration Rights Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • Delaware
CONSULTING AND FINANCIAL SERVICES AGREEMENT THIS AGREEMENT is executed and made effective as of the 15th day of September, 1999, between Patrick M. Rost, (herein referred to as Rost), and Jones Naughton Entertainment, Inc. a Colorado corporation...Consulting and Financial Services Agreement • October 7th, 1999 • Go Online Networks Corp • California
ADDENDUM This Addendum ("Addendum") to that certain Agreement for Purchase and Sale of Assets between AMS Acquisition Corp. ("Seller") and Affiliated Marketing Services, Inc. ("Purchaser") dated December 31, 1998 (the "Agreement") is executed this...Agreement for Purchase and Sale of Assets • October 7th, 1999 • Go Online Networks Corp
R E C I T A L SMerger Agreement • October 7th, 1999 • Go Online Networks Corp
AGREEMENT FOR PURCHASE AND SALEPurchase and Sale Agreement • October 7th, 1999 • Go Online Networks Corp • California
STOCK PURCHASE AGREEMENT by and between AMERINET FINANCIAL SERVICES, INC. a Nevada corporationStock Purchase Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
Auctionomics, Inc. 18226 Ventura Boulevard, Suite 103 Tarzana, CA 91346 July 1, 1999 Mr. Larry Makowski: ClassifiedAuctions.com, LLC Re: Agreement between ClassifiedAuctions.com, LLC and Auctionomics, Inc. Dear Mr. Makowski: This letter will evidence...Agreement Between classifiedauctions.com, LLC and Auctionomics, Inc. • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec
JOINT VENTURE AGREEMENTJoint Venture Agreement • October 7th, 1999 • Go Online Networks Corp • California
W I T N E S S E T H:Escrow Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • North Carolina
CONFIDENTIAL AGREEMENT FOR PURCHASE AND SALEPurchase and Sale Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
ESCROW AGREEMENTEscrow Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • New York
MARKETING AGREEMENTMarketing Agreement • October 7th, 1999 • Go Online Networks Corp • California
AGREEMENT FOR PURCHASE AND SALEPurchase and Sale Agreement • October 7th, 1999 • Go Online Networks Corp • California
SECURITIES SUBSCRIPTION AGREEMENT THIS SECURITIES SUBSCRIPTION AGREEMENT, dated as of _____________ ("Agreement"), is executed in reliance upon the exemption from registration afforded by Rule 504 promulgated under Regulation D by the Securities and...Securities Subscription Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • New York
VENDOR AGREEMENTVendor Agreement • October 7th, 1999 • Go Online Networks Corp • California
ESCROW AGREEMENT THIS ESCROW AGREEMENT (the "Escrow Agreement") is entered into as of this 12th day of February 1997 between JONES NAUGHTON ENTERTAINMENT, INC., a Colorado corporation ("JNE"), AMERINET FINANCIAL SYSTEMS, INC., a Florida corporation...Escrow Agreement • October 7th, 1999 • Go Online Networks Corp • California
EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
JONES NAUGHTON ENTERTAINMENT, INC. CONSULTING AGREEMENT This Consulting Agreement (this "Agreement"), made and entered into as of this 1st day of May, 1999 by and between Jones Naughton Entertainment, Inc., a Colorado corporation ("JNE" or the...Consulting Agreement • October 7th, 1999 • Go Online Networks Corp • California
STOCK EXCHANGE AGREEMENT STOCK EXCHANGE AGREEMENT, dated as of April 19, 1999 by and between SCOTT CLAVERIE ("PURCHASER") and JONES NAUGHTON ENTERTAINMENT, INC. ("SELLER").Stock Exchange Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • California
SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), is made as of September 20, 1999, by and between Go Online Networks Corporation, a corporation organized under the laws of the State of Delaware, with headquarters...Securities Purchase Agreement • March 29th, 2000 • Go Online Networks Corp /De/ • Services-business services, nec • Delaware
