REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 19, 2004 --------- by and between NS8 CORPORATION, a Delaware corporation, with its principal office located at Two Union Square, 601 Union Street - Suite 4200 Seattle, Washington 98101...Registration Rights Agreement • June 22nd, 2004 • Ns8 Corp • Services-computer programming services • Delaware
EXHIBIT 10.62 ESCROW AGREEMENT ---------------- THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of February 7, 2006 by and among NS8 CORPORATION, a Delaware corporation (the "Company"); the Buyer(s) listed on the Securities...Escrow Agreement • February 8th, 2006 • Ns8 Corp • Services-computer programming services • New Jersey
OPTIONOption Agreement • February 14th, 2005 • Ns8 Corp • Services-computer programming services • Washington
WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, the Company shall issue and sell to the Buyer(s), as provided herein, and the Buyer(s) shall purchase up to Three Million One Hundred Sixty Three Thousand...Securities Purchase Agreement • November 22nd, 2005 • Ns8 Corp • Services-computer programming services • New Jersey
EXHIBIT 10.4 AMENDED AND RESTATED SECURITY AGREEMENT ---------------------------------------Security Agreement • November 22nd, 2005 • Ns8 Corp • Services-computer programming services • New Jersey
TERMINATION AGREEMENT ---------------------Termination Agreement • November 22nd, 2005 • Ns8 Corp • Services-computer programming services
RECITALSSettlement Agreement • October 24th, 2006 • Ns8 Corp • Services-computer programming services
E-67Consulting Agreement • April 5th, 2005 • Ns8 Corp • Services-computer programming services • Minnesota
RECITALS --------Security Agreement • February 14th, 2005 • Ns8 Corp • Services-computer programming services • Washington
EXHIBIT 10.19 ESCROW AGREEMENT ----------------Escrow Agreement • June 22nd, 2004 • Ns8 Corp • Services-computer programming services
EXHIBIT 10.61 AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO THE SECURITIES PURCHASE AGREEMENT is made as of February 7, 2006 (this "Amendment"), by and among NS8 Corporation, a Delaware corporation (the "Company") and each...Securities Purchase Agreement • February 8th, 2006 • Ns8 Corp • Services-computer programming services • New Jersey
1. Offering. The Company hereby engages the Placement Agent to act as -------- its exclusive placement agent in connection with the Standby Equity Distribution Agreement dated the date hereof (the "Standby Equity Distribution Agreement"),...Placement Agent Agreement • June 22nd, 2004 • Ns8 Corp • Services-computer programming services • Delaware
Exhibit 10.42 THIS EMPLOYMENT AGREEMENT made effective as of the 19th day of September, 2005. BETWEEN: NS8 CORPORATION, a company incorporated under the laws of the State of Delaware, having offices at One Union Square, 600 University Street, Suite...Employment Agreement • February 13th, 2007 • Ns8 Corp • Services-computer programming services • Washington
Exhibit 10.1: Master Services Agreement, dated August 4, 2005, between NS8 Corporation and SAVVIS Communications Corporation MASTER SERVICES AGREEMENT THIS MASTER SERVICES AGREEMENT, together with all Service Addenda, Service Order(s) and exhibits...Master Services Agreement • October 6th, 2005 • Ns8 Corp • Services-computer programming services • Missouri
AGREEMENT AND PLAN OF MERGER BY AND AMONGMerger Agreement • January 30th, 2004 • Delivery Now Corp • Trucking & courier services (no air)
THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of --------- November ___, 2005 NS8 CORPORATION, a Delaware corporation (the "Company"); the ------- Buyer(s) listed on the Securities Purchase Agreement, dated the date hereof (also...Escrow Agreement • November 22nd, 2005 • Ns8 Corp • Services-computer programming services • New Jersey
EXHIBIT 10.21 STRATEGIC ALLIANCE AGREEMENT THIS AGREEMENT is made as of the 19th day of May, 2004. BETWEEN: NS8 CORPORATION, a Delaware corporation, having its main office at Two Union Square, Suite 4200, Seattle, Washington 98101, USA (hereinafter...Strategic Alliance Agreement • June 22nd, 2004 • Ns8 Corp • Services-computer programming services • Delaware
NEITHER THIS DEBENTURE NOR THE SECURITIES INTO WHICH THIS DEBENTURE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Debenture Agreement • November 22nd, 2005 • Ns8 Corp • Services-computer programming services
A. In connection with the Securities Purchase Agreement by and among the parties hereto of even date herewith (the "Securities Purchase Agreement"), the ----------------------------- Company has agreed, upon the terms and subject to the conditions of...Investor Registration Rights Agreement • June 22nd, 2004 • Ns8 Corp • Services-computer programming services • Delaware
THIS AGREEMENT dated as of the 19th day of May 2004 (the "Agreement") --------- between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and NS8 CORPORATION, a corporation organized and existing under the --- laws of the...Standby Equity Distribution Agreement • October 28th, 2004 • Ns8 Corp • Services-computer programming services • Delaware
EXHIBIT 10.26 Employment & Participation AgreementEmployment Agreement • April 5th, 2005 • Ns8 Corp • Services-computer programming services • British Columbia
EXHIBIT 10.35 Microsoft Word 11.0.6502;This Agreement is made on the 23rd day of December, 2005 by and between: 1. NS8 CORPORATION, a company incorporated in the State of Delaware and having its principal office at One Union Square, 600 University...Distribution Agreement • April 17th, 2006 • Ns8 Corp • Services-computer programming services
RECITALSEmployment Agreement • April 15th, 2004 • Ns8 Corp • Services-computer programming services • Washington
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 23rd, 2007 • Ns8 Corp • Services-computer programming services • New Jersey
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of April ___, 2007, by and among NS8 CORPORATION, INC., a Delaware corporation (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).
THIS PLEDGE AND ESCROW AGREEMENT (the "Agreement") is made and entered into --------- as of November ___, 2005 (the "Effective Date") by and among NS8 CORPORATION, a -------------- corporation organized and existing under the laws of the State of...Pledge and Escrow Agreement • November 22nd, 2005 • Ns8 Corp • Services-computer programming services • New Jersey
EXHIBIT 10.7 SUBSIDIARY SECURITY AGREEMENT -----------------------------Subsidiary Security Agreement • November 22nd, 2005 • Ns8 Corp • Services-computer programming services • New Jersey
Reference is made to that certain Securities Purchase Agreement (the "Securities Purchase Agreement") of even date herewith by and between NS8 ------------------------------- Corporation, a Delaware corporation (the "Company"), and the Buyers set...Irrevocable Transfer Agent Instructions • November 22nd, 2005 • Ns8 Corp • Services-computer programming services
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 23rd, 2007 • Ns8 Corp • Services-computer programming services • New Jersey
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March _____, 2007, by and among NS8 CORPORATION, INC., a Delaware corporation (the “Company”), and the undersigned Buyers listed on Schedule I attached hereto (each, a “Buyer” and collectively, the “Buyers”).
No. CCP-5 $300,000 NS8 CORPORATION, INC. 10 % Secured Convertible Debenture Due September 28, 2009 This Secured Convertible Debenture (the "Debenture") is issued by NS8 CORPORATION, INC., a Delaware corporation (the "Company"), to CORNELL CAPITAL...Secured Convertible Debenture • October 24th, 2006 • Ns8 Corp • Services-computer programming services
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • May 23rd, 2007 • Ns8 Corp • Services-computer programming services • New Jersey
THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of April ___, 2007, by and between NS8 CORPORATION, INC., a Delaware corporation with its principal place of business located at 608 University Street, Suite 1525, Seattle, Washington 98101 (the “Parent”), and the each subsidiary of the Parent listed on Schedule I attached hereto (each a “Subsidiary,” and collectively and together with the Parent, the “Company”), in favor of CORNELL CAPITAL PARTNERS, L.P. (the “Secured Party” or “Buyer”).
THIS ADDENDUM has been made effective as of the 1 day of November, 2004. - -------------- This Schedule supersedes any previous Schedule "A" attached hereto for reference and forms an integral part of the entire Key Principal Employment Agreement...Key Principal Employment Agreement • April 5th, 2005 • Ns8 Corp • Services-computer programming services
ARTICLE I --------- COVENANTSDeed of Covenants • February 14th, 2005 • Ns8 Corp • Services-computer programming services • Washington
EXHIBIT 10.9 THIS WARRANT IS NON-TRANSFERABLE. THIS WARRANT AND THE SECURITIES ACQUIRABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE. SECURITIES ACQUIRABLE...Warrant Agreement • October 24th, 2006 • Ns8 Corp • Services-computer programming services • Delaware
RECITALSPrincipal Employment Agreement • April 15th, 2004 • Ns8 Corp • Services-computer programming services • Washington
EXHIBIT 10.12 ADDENDUM TO AMENDMENT TO EMPLOYMENT AGREEMENT THIS ADDENDUM TO AMENDMENT TO EMPLOYMENT AGREEMENT ("Addendum"), effective February 1, 2005 ("Effective Date"), is made between NS8 Corporation, a Delaware corporation ("Company"), and Leslie...Employment Agreement • April 5th, 2005 • Ns8 Corp • Services-computer programming services
