EXHIBIT 6.13 ------------ DISTRIBUTION AGREEMENTDistribution Agreement • February 13th, 2003 • Penthouse International Inc • Services-business services, nec • New York
EXHIBIT 99.1 PENTHOUSE INTERNATIONAL, INC. SHARES OF COMMON STOCK SUBSCRIPTION AGREEMENTPenthouse International Inc • April 21st, 2004 • Periodicals: publishing or publishing & printing • California
ANDWarrant Agreement • November 14th, 2002 • American Pulp Exchange Inc • Services-business services, nec • New York
Exhibit 10.2 TERMINATION AGREEMENT This Termination Agreement (this "Agreement") is dated as of this ____ day of September, 2003 between General Media Communications, Inc., a New York corporation ("GMCI"), GMCI Internet Operations, Inc., a New York...Termination Agreement • September 25th, 2003 • Penthouse International Inc • Periodicals: publishing or publishing & printing • New York
RECITALSSecurities Purchase Agreement • April 6th, 2004 • Penthouse International Inc • Periodicals: publishing or publishing & printing • New York
EXHIBIT 99.3 PREFERRED STOCK PURCHASE AGREEMENT AGREEMENT dated as of March 31, 2004, by and between PET CAPITAL PARTNERS, LLC ("PET"), ABSOLUTE RETURN EUROPE FUND ("ARE"), SUSAN DEVINE ("DEVINE"), NAFT VENTURES I LLC ("NAFT"), DR. LUIS ENRIQUE MOLINA...Preferred Stock Purchase Agreement • April 21st, 2004 • Penthouse International Inc • Periodicals: publishing or publishing & printing • New York
PENTHOUSE INTERNATIONAL, INC. SECURITIES PURCHASE AGREEMENT FEBRUARY __, 2004 TABLE OF CONTENTSSecurities Purchase Agreement • April 6th, 2004 • Penthouse International Inc • Periodicals: publishing or publishing & printing • California
RECITALSIndemnity Agreement • November 15th, 2002 • American Pulp Exchange Inc • Services-business services, nec • Florida
Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement, dated as of November 9, 2002 (the "Agreement"), by American Pulp Exchange, Inc., a Florida corporation (the "Company"), for the benefit of certain persons listed on the...Registration Rights Agreement • November 15th, 2002 • American Pulp Exchange Inc • Services-business services, nec • New York
Exhibit 2.1 STOCK EXCHANGE AGREEMENT DATED AS OF NOVEMBER 4, 2002 by and between American Pulp Exchange, Inc.Stock Exchange Agreement • November 15th, 2002 • American Pulp Exchange Inc • Services-business services, nec • New York
EXHIBIT 10.1 MEMBERSHIP INTEREST PURCHASE AGREEMENT DATED AS OF NOVEMBER 6 , 2003 by and between Penthouse International, Inc.Membership Interest Purchase Agreement • December 11th, 2003 • Penthouse International Inc • Periodicals: publishing or publishing & printing • Florida
by and among GENERAL MEDIA, INC., as a debtor and a debtor-in-possession, as BorrowerFinancing Agreement • September 25th, 2003 • Penthouse International Inc • Periodicals: publishing or publishing & printing • New York
EXHIBIT 10.1 AMERICAN PULP EXCHANGE, INC. COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (this "AGREEMENT") is made and entered into as of November 1, 2002, by and between American Pulp Exchange, Inc., a Florida corporation (the...Common Stock Purchase Agreement • November 14th, 2002 • American Pulp Exchange Inc • Services-business services, nec • California
AMERICAN PULP EXCHANGE, INC. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • January 23rd, 2003 • Penthouse International Inc • Services-business services, nec • California
This Common Stock Purchase Agreement (this “Agreement”) is made and entered into as of November 1, 2002, by and between American Pulp Exchange, Inc., a Florida corporation (the “Corporation”), and Vector Partners, LLC, a Nevada limited liability company (the “Investor”).
RECITALSPenthouse International Inc • February 13th, 2003 • Services-business services, nec • New York
Exhibit 99 AGREEMENT OF JOINT FILING Marc H. Bell and Daniel C. Staton each agree that this statement on Schedule 13 D (Amendment Number 1) has been filed on behalf of each of them.Penthouse International Inc • January 27th, 2005 • Periodicals: publishing or publishing & printing
Marc H. Bell and Daniel C. Staton each agree that this statement on Schedule 13 D (Amendment Number 1) has been filed on behalf of each of them.
Exhibit 2.2 AMERICAN PULP EXCHANGE, INC. SERIES B PREFERRED STOCK PURCHASE AGREEMENT This Series B Preferred Stock Purchase Agreement (this "AGREEMENT") is made and entered into as of November 8, 2002, by and between American Pulp Exchange, Inc., a...Preferred Stock Purchase Agreement • November 14th, 2002 • American Pulp Exchange Inc • Services-business services, nec • California
AMENDMENT NO. 1 TO SERIES B PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • April 30th, 2003 • Penthouse International Inc • Periodicals: publishing or publishing & printing • California
This Amendment No. 1 to Series B Preferred Stock Purchase Agreement (this “Amendment”) is made and entered into as of December 7, 2002, by and between Penthouse International, Inc., a Florida corporation formerly known as American Pulp Exchange, Inc. (the “Corporation”), and Morgan Berkeley Partners, LLC, a Nevada limited liability company (the “Investor”). Capitalized terms used in this Amendment shall, unless otherwise expressly provided herein, have the same meanings given to such terms in the Series B Preferred Stock Purchase Agreement dated as of November 8, 2002, by and between the Corporation and the Investor (the “Series B Agreement”).
EXHIBIT 6.19 ------------- CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE REDACTED INFORMATION ON SCHEDULES A, B, D1, D2, E, F-1, F-2 AND G, WHICH HAS BEEN FILED SEPARATELY WITH THE COMMISSION. PRINTING CONTRACT BETWEEN: Quebecor World, Inc....Penthouse International Inc • February 13th, 2003 • Services-business services, nec • New York
AMENDMENT NO. 1 TO STOCK EXCHANGE AGREEMENTStock Exchange Agreement • April 30th, 2003 • Penthouse International Inc • Periodicals: publishing or publishing & printing • New York
This Amendment No. 1 to Stock Exchange Agreement (this “Amendment”) is made and entered into as of December 31, 2002, by and between Penthouse International, Inc., a Florida corporation formerly known as American Pulp Exchange, Inc. (the “Acquirer”), and General Media International, Inc., a New York corporation (the “GMI”). Capitalized terms used in this Amendment shall, unless otherwise expressly provided herein, have the same meanings given to such terms in the Stock Exchange Agreement dated as of November 4, 2002, by and between the Acquirer and GMI (the “Stock Exchange Agreement”).
EXHIBIT 10.2 AMERICAN PULP EXCHANGE, INC. COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (this "AGREEMENT") is made and entered into as of November 1, 2002, by and between American Pulp Exchange, Inc., a Florida corporation (the...Common Stock Purchase Agreement • November 14th, 2002 • American Pulp Exchange Inc • Services-business services, nec • California
BY AND AMONGMember Interest Purchase Agreement • April 6th, 2004 • Penthouse International Inc • Periodicals: publishing or publishing & printing • Georgia
EXHIBIT 6.21 CIRCULATION SUBSCRIPTION FULFILLMENT SERVICES AGREEMENT AGREEMENT dated as of October 1, 2002, between Palm Coast Data, LLC, and General Media Communications, Inc., ("Client"). WHEREAS, PCD is in the business of providing circulation...Circulation Subscription Fulfillment Services Agreement Agreement • February 13th, 2003 • Penthouse International Inc • Services-business services, nec • New York
INDEMNITY AGREEMENTIndemnity Agreement • January 23rd, 2003 • Penthouse International Inc • Services-business services, nec • Florida
THIS AGREEMENT is entered into as of November 9, 2002, between American Pulp Exchange, Inc. , a Florida corporation (the “Company”), and Charles Samel, an individual resident of California (“Indemnitee”).
EXHIBIT 99.2 COMMON STOCK PURCHASE AGREEMENT COMMON STOCK PURCHASE AGREEMENT (this "AGREEMENT"), dated as of April 13, 2004, by and among MOLINA-VECTOR INVESTMENT TRUST, a revocable trust organized under the laws of the State of California (the...Common Stock Purchase Agreement • April 21st, 2004 • Penthouse International Inc • Periodicals: publishing or publishing & printing • California
TRANSCONTINENTAL LOGO] EXHIBIT 6.20 PRINTING CONTRACT BETWEEN: Transcontinental Printing (Interweb Printing Inc.) [The Printer] AND: General Media Communications, Inc. [The Customer] This contract shall become effective on January 1st, 2001 and sets...Penthouse International Inc • February 13th, 2003 • Services-business services, nec • New York
