STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 26th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • Delaware
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGERMerger Agreement • April 13th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
ARTICLE I DEFINITIONSStockholders Agreement • August 14th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • Delaware
EXHIBIT 10.30 CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. =============================================================================== =...Subscription Agreement • March 28th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • England
EXHIBIT 1.1 _______________ Shares iBEAM BROADCASTING CORPORATION COMMON STOCK, $0.0001 PAR VALUE UNDERWRITING AGREEMENT May [.], 2000Underwriting Agreement • May 16th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • New York
EXHIBIT 10.31 CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. SHAREHOLDERS' AGREEMENT SHAREHOLDERS' AGREEMENT, dated as of June 30, 2000, between iBEAM...Shareholders' Agreement • March 28th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • England
EXHIBIT 10.7 SUBLEASE (645 Almanor, Sunnyvale)Sublease • February 16th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
Exhibit 4.2 iBEAM BROADCASTING CORPORATION THIRD AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT APRIL 28, 2000 TABLE OF CONTENTSInvestors' Rights Agreement • May 9th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
ANDRegistration Rights Agreement • August 14th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • Delaware
RECITALS --------Restricted Stock Purchase Agreement • April 13th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
WITNESSETH: ----------Voting Agreement • March 21st, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • Delaware
EXHIBIT 10.16 iBEAM BROADCASTING CORPORATION CONSULTING AGREEMENT This Consulting Agreement ("Agreement") is effective as of the 25th day of January, 2000 (the "Effective Date") by and between iBEAM Broadcasting Corporation, a Delaware corporation...Consulting Agreement • April 13th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
EXHIBIT 4.3 NEITHER THIS WARRANT NOR ANY OF THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAW. NO TRANSFER OF THIS WARRANT OR OF THE...Warrant Agreement • February 1st, 2000 • Ibeam Broadcasting Corp • Washington
NOTE ----Note • August 11th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
EXECUTION VERSION ASSET SALE AGREEMENTAsset Sale Agreement • October 11th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • Delaware
EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG IBEAM BROADCASTING CORPORATION, SARAH ACQUISITION CORP.Agreement and Plan of Reorganization • August 11th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
BETWEENMaster Alliance Agreement • August 14th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • Delaware
Exhibit 10.4 DATA SERVICES AGREEMENTData Services Agreement • August 14th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • New York
EXHIBIT 10.1 iBEAM BROADCASTING CORPORATION INDEMNIFICATION AGREEMENT This Indemnification Agreement ("Agreement") is made as of this ___ day of _________, 2000, by and between iBEAM Broadcasting Corporation, a Delaware corporation (the "Company"),...Indemnification Agreement • February 1st, 2000 • Ibeam Broadcasting Corp • Delaware
Agreement No.___________ [LOGO OF WILLIAMS] Teleport Services Agreement This is an agreement between Williams Vyvx Services, a business unit of Williams Communications, Inc. ("Williams") and iBEAM Broadcasting Corporation ("Customer"), dated as of...Teleport Services Agreement • August 14th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • New York
AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG IBEAM BROADCASTING CORPORATION, SARAH ACQUISITION CORP. AND NEXTVENUE INC. AND WITH RESPECT TO ARTICLES VII AND IX ONLY J. MARKHAM GREEN AS SECURITYHOLDER AGENT AND U.S. BANK TRUST, NATIONAL...Merger Agreement • October 18th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
This AGREEMENT AND PLAN OF REORGANIZATION (this "Agreement") is made and entered into as of July 25, 2000 among iBeam Broadcasting Corporation, a Delaware corporation ("Parent"), Sarah Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), and NextVenue Inc., a Delaware corporation (the "Company"), and, with respect to Articles VII and IX hereof only, J. Markham Green as the Securityholder Agent and U.S. Bank Trust, National Association as Escrow Agent.
RECITALSSystem Services Agreement • May 9th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • Delaware
EXHIBIT 10.2 EMPLOYMENT AGREEMENT THIS AGREEMENT is entered into as of January 12, 1999, by and between PETER DESNOES (the "Executive") and iBEAM BROADCASTING CORPORATION, a Delaware corporation (the "Company"). 1. Duties and Scope of Employment. (a)...Employment Agreement • February 16th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
EXHIBIT 10.18 Note: Information in this document marked with an "[*]" has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. Excite@Home - iBEAM Internet Services...Internet Services Agreement • May 16th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
EXHIBIT 10.28 CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. Internet Linking and Content Storage/Distribution Agreement THIS AGREEMENT is made and...Internet Linking and Content Storage/Distribution Agreement • March 28th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • Georgia
LOGO] iBEAM BROADCASTINGOverflow Service Agreement • August 14th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • California
Agreement No. ___________ mediaXtranet(SM) Services Agreement This agreement is made between Vyvx Broadband Media, a business unit of Williams Communications, LLC, a Delaware limited liability company ("Vyvx"), with its principal offices at One...Mediaxtranet Services Agreement • August 14th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec • Delaware
EXHIBIT 10.12 iBEAM Network Membership Agreement No. 093099 NPoint This membership agreement (the "Agreement"), effective as of September 30, 1999 --------- (the "Effective Date"), is entered into by NorthPoint Communications, Inc., --------------...Membership Agreement • March 21st, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
EXHIBIT 10.9 Note: Information in this document marked with an "[*]" has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. iBEAM Network Membership Agreement No....Membership Agreement • February 16th, 2000 • Ibeam Broadcasting Corp • Services-business services, nec • California
Exhibit 4.5 February 12, 1999 Liberty IB, Inc. 8101 East Prentice Avenue Suite 500 Englewood, Colorado 80111 Re: Voting Agreement Gentlemen: This Letter Agreement will confirm our agreement that pursuant to your purchase of shares of Series C...Voting Agreement • February 1st, 2000 • Ibeam Broadcasting Corp • California
Dear Shareholder, On June 24, 2001, iBEAM Broadcasting Corporation entered into an agreement whereby a group of investors led by Williams Communications, LLC will acquire preferred stock of the company initially convertible into 240,093,900 shares, or...Shareholder Agreement • July 11th, 2001 • Ibeam Broadcasting Corp • Services-business services, nec
On June 24, 2001, iBEAM Broadcasting Corporation entered into an agreement whereby a group of investors led by Williams Communications, LLC will acquire preferred stock of the company initially convertible into 240,093,900 shares, or approximately 65% after the investment, of iBEAM's outstanding common stock at a conversion price substantially below the current market value of iBEAM common stock. The number of shares of common stock into which the preferred stock is convertible is subject to adjustment for antidilution protection and standard protections for dividends, recapitalizations and stock splits. iBEAM currently has outstanding approximately 127,400,000 shares of common stock. Under the terms of this investment, Williams Communications, LLC will purchase 1,800,704 shares of Series A preferred stock for $20 million in cash and $10 million in in-kind services. In addition, Allen & Company Incorporated will purchase 480,188 shares of Series A preferred Stock for $8 million in cash
