EXHIBIT 10.4 THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD,...Warrant Agreement • June 10th, 2004 • International Card Establishment Inc • Services-prepackaged software • New York
EXHIBIT 10.6 THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD,...Common Stock Purchase Warrant • June 10th, 2004 • International Card Establishment Inc • Services-prepackaged software • New York
EXHIBIT 10.1 INTERNATIONAL CARD ESTABLISHMENT, INC. SHARES OF SERIES A CONVERTIBLE PREFERRED STOCK AND COMMON STOCK WARRANTS SUBSCRIPTION AGREEMENTSubscription Agreement • December 10th, 2004 • International Card Establishment Inc • Services-prepackaged software • California
EXHIBIT D TO SUBSCRIPTION AGREEMENTRegistration Rights Agreement • September 17th, 2004 • International Card Establishment Inc • Services-prepackaged software • California
THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR...Warrant Agreement • June 10th, 2004 • International Card Establishment Inc • Services-prepackaged software • New York
EXHIBIT 10.4 WARRANT TO PURCHASE COMMON STOCK THIS WARRANT AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR...Warrant Agreement • December 10th, 2004 • International Card Establishment Inc • Services-prepackaged software • California
EXHIBIT 10.1 SUBSCRIPTION AGREEMENT THIS SUBSCRIPTION AGREEMENT (this "Agreement"), dated as of May ___, 2004, by and among International Card Establishment, Inc., a Delaware corporation (the "Company"), and the subscribers identified on the signature...Subscription Agreement • June 10th, 2004 • International Card Establishment Inc • Services-prepackaged software • New York
EXHIBIT 10.2 AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT TO REGISTRATION RIGHTS AGREEMENT is entered into as of December 6, 2004 with reference to the following: WHEREAS, MONARCH POINTE FUND, LTD., (the "FUND") and MERCATOR ADVISORY...Registration Rights Agreement • December 10th, 2004 • International Card Establishment Inc • Services-prepackaged software
EXHIBIT 10.1 EMPLOYMENT AGREEMENT AGREEMENT dated as of June 30, 2006 between INTERNATIONAL CARD ESTABLISHMENT, INC., a Delaware corporation (the "Employer" or the "Company"), and __________________ (the "Employee"). W I T N E S S E T H : WHEREAS, the...Employment Agreement • August 21st, 2006 • International Card Establishment Inc • Services-prepackaged software • California
EXHIBIT 4.2 THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND MAY NOT BE SOLD, ASSIGNED OR TRANSFERRED EXCEPT WITH THE EXPRESS WRITTEN PERMISSION OF THE MAKER AND IN ACCORDANCE WITH THE ACT OR AN...Convertible Promissory Note • September 14th, 2004 • International Card Establishment Inc • Services-prepackaged software • California
ARTICLE IFunds Escrow Agreement • June 10th, 2004 • International Card Establishment Inc • Services-prepackaged software • New York
WITNESSETHPlan and Agreement of Reorganization • December 31st, 2003 • International Card Establishment Inc • Services-prepackaged software • California
WITNESSETH:Merger Agreement • May 17th, 2006 • International Card Establishment Inc • Services-prepackaged software • New York
EXHIBIT 10.2 EMPLOYMENT AGREEMENT AGREEMENT dated as of June 30, 2006 between INTERNATIONAL CARD ESTABLISHMENT, INC., a Delaware corporation (the "Employer" or the "Company"), and ____________________ (the "Employee"). W I T N E S S E T H : WHEREAS,...Employment Agreement • August 21st, 2006 • International Card Establishment Inc • Services-prepackaged software • California
EXHIBIT 10.3Piggyback Registration Rights Agreement • September 14th, 2004 • International Card Establishment Inc • Services-prepackaged software • California
EXHIBIT 10.1 September ___, 2004 International Card Establishment, Inc. William Lopshire, Esq. 300 Esplanade Dr. Suite 1950 Oxnard, CA 93030 NEOS Liquidating, LLC and Stockholders of NEOS Merchant Solutions, Inc. Re: LOCK-UP AGREEMENT Each of the...Lock-Up Agreement • September 14th, 2004 • International Card Establishment Inc • Services-prepackaged software
Each of the undersigned, constituting certain of the officers and directors and also holders of 5% or greater of the shares of common stock of International Card Establishment, Inc., a Delaware corporation (the "Company"), in consideration of the acquisition of NEOS Merchant Solutions, Inc. by the Company (the "Merger") pursuant to a certain Agreement and Plan of Merger (the "Merger Agreement") by and between the Company, Ice Sub Inc., a Nevada corporation and wholly-owned subsidiary of the Company, and NEOS Merchant Solutions, Inc., and for other good and valuable consideration, hereby agrees with NEOS Liquidating, LLC, a California limited liability company (the "Trust"), the Company and the stockholders referred to in Schedule A attached the Merger Agreement that for a period of twenty-four (24) months commencing with the effective time of the Merger, the undersigned will not undertake the following, whether any such transaction described below is to be settled by delivery of the Co
WITNESSETHPlan and Agreement of Reorganization • February 3rd, 2003 • Inetevents Inc • Non-operating establishments • California
BY AND AMONGMerger Agreement • September 14th, 2004 • International Card Establishment Inc • Services-prepackaged software • California
Signature Page to FollowSubscription Agreement • September 17th, 2004 • International Card Establishment Inc • Services-prepackaged software
EXHIBIT 10.2License Agreement • September 14th, 2004 • International Card Establishment Inc • Services-prepackaged software • California
INTERNATIONAL CARD ESTABLISHMENT, INC. POST CLOSING ACKNOWLEDGEMENT In connection with the September 13, 2004 closing of the $3,000,000 investment by Monarch Pointe Fund, Ltd., ( "Monarch") in International Card Establishment, Inc., (the "Company"),...Post Closing Acknowledgement • September 17th, 2004 • International Card Establishment Inc • Services-prepackaged software
