SUBSCRIPTION AGREEMENT AND LETTER OF INVESTMENT INTENTSubscription Agreement • September 22nd, 2006 • Triton Distribution Systems, Inc. • Oil & gas field exploration services • California
The undersigned (the “Subscriber”) hereby agrees to subscribe to purchase upon the terms and conditions set forth below, 3,450,000 shares of the no par value common stock (the “Common Stock”) of Petramerica Oil, Inc., a U.S. Colorado corporation (the “Company”), for $.80 per share. The subscription price will be paid by wire transfer of immediately available funds to the account specified in writing by the Company. The subscription will take place as soon as practicable following the satisfaction or waiver of the conditions set forth in Section 9 of this Agreement (other than those conditions to be satisfied at the closing) (such date of subscription, the “Subscription Date”).
GRSNETWORK, INC. AND eLONG MARKETING and DISTRIBUTION AGREEMENTMarketing and Distribution Agreement • July 14th, 2006 • Petramerica Oil, Inc. • Oil & gas field exploration services • California
Triton Distribution Systems, Inc. CONSULTING AGREEMENTConsulting Agreement • September 22nd, 2006 • Triton Distribution Systems, Inc. • Oil & gas field exploration services • California
Effective September 6, 2006 Univest Group, Ltd. ("Consultant") and Triton Distribution Systems, Inc. (“TDSI” or the "Company") agree as follows:
TRITON DISTRIBUTION SYSTEMS, INC/NAITAS MARKETING and DISTRIBUTION AGREEMENTMarketing and Distribution Agreement • July 14th, 2006 • Petramerica Oil, Inc. • Oil & gas field exploration services • California
CONVERTIBLE SENIOR NOTEConvertible Senior Note • July 3rd, 2007 • Triton Distribution Systems, Inc. • Transportation services
FOR VALUE RECEIVED, the undersigned, TRITON DISTRIBUTION SYSTEMS, INC., a Colorado corporation (“Borrower” or “Company"), hereby promises to pay to JMW FUND LLC., SAN GABRIEL FUND LLC., UNDERWOOD FAMILY PARTNERS, LTD., AND BATTERSEA CAPITAL, INC., (hereinafter collectively the “Lender” or “Lenders”), or order, the principal sum or so much of the principal sum of Three Million Dollars ($3,000,000) as remains unpaid together with accrued interest as provided herein on or before the Maturity Date. This Note is being delivered pursuant to a Term Sheet between the Borrower and Lender executed as of [insert date] which provides for the following:
SERVICES AGREEMENTServices Agreement • July 14th, 2006 • Petramerica Oil, Inc. • Oil & gas field exploration services • New York
This Services Agreement (this “Agreement”) is made this 6th day of June, 2005 (the “Effective Date”) by and between GALILEO INTERNATIONAL, L.L.C., a limited liability company organized under the laws of the State of Delaware U.S.A., with offices located at 7 Sylvan Way, Parsippany, New Jersey 07054 U.S.A. (“Galileo International”), GALILEO NEDERLAND BV, a company incorporated in The Netherlands and having its registered office at Neptunusstraat 35, 2132JA Hoofddorp, The Netherlands (“Galileo Nederland”), and INTERNET TRAVEL TECHNOLOGY, INC., a corporation organized under the laws of the State of Nevada, with offices at One Harbor Drive, Floor 3; Sausalito, CA 94965 (“Customer”).
Agreement for the Provision of Telecommunications Services Between Société Internationale de Télécommunications Aéronautiques (“SITA”) And Internet Travel Technologies, Inc. (“Customer”)Telecommunications • July 14th, 2006 • Petramerica Oil, Inc. • Oil & gas field exploration services
EMLOYMENT AGREEMENTEmployment Agreement • July 14th, 2006 • Petramerica Oil, Inc. • Oil & gas field exploration services • Colorado
THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of the 2nd day of February, 2006, by and among Triton Distribution Systems, Inc., a Nevada corporation (the “Company”), and Gregory Lykiardopoulos (“Gregory”).
MEMORANDUM OF UNDERSTANDING BETWEEN MALAYSIAN AIRLINE SYSTEM BERHAD (10601-W) AND GRS NETWORK MALAYSIA SDN BHD (681574-P) AND GRSNETWORK INCMemorandum of Understanding • July 14th, 2006 • Petramerica Oil, Inc. • Oil & gas field exploration services
Malaysian Airline System Berhad (10601-W), a company incorporated in Malaysia with its registered office at 33rd floor, Bangunan MAS, Jalan Sultan Ismail, 50250 Kuala Lumpur Malaysia (hereinafter referred to as “MAS”).
DEFINITIVE AGREEMENTDefinitive Agreement • July 14th, 2006 • Petramerica Oil, Inc. • Oil & gas field exploration services • Colorado
THIS DEFINITIVE AGREEMENT (“Agreement”) is dated as of February 2, 2006 between Triton Distribution Systems, Inc., a Nevada corporation (the “Company”), TDS Acquisition, LLC, a Colorado limited liability company (“TDS”), and Gregory Lykiardopoulos (“GL”) (the Company, TDS and GL collectively, the “Parties”).
TRITON DISTRIBUTION SYSTEMS INC. and YDEE MARKETING and DISTRIBUTION AGREEMENTMarketing and Distribution Agreement • July 14th, 2006 • Petramerica Oil, Inc. • Oil & gas field exploration services • California
AGREEMENT CONCERNING THE EXCHANGE OF SECURITIES BY AND AMONG PETRAMERICA OIL, INC. AND TRITON DISTRIBUTION SYSTEMS, INC. AND THE SECURITY HOLDERS OF TRITON DISTRIBUTION SYSTEMS, INC.Exchange of Securities Agreement • July 14th, 2006 • Petramerica Oil, Inc. • Oil & gas field exploration services • Colorado
THIS AGREEMENT (“Agreement”) is made this 10th day of July, 2006, by and between Petramerica Oil, Inc., a Colorado corporation (“Petramerica”), Triton Distribution Systems, Inc., a Nevada corporation (“Triton”), and the security holders of Triton (the “Triton Security Holders”) who are listed on Exhibit 1.1 hereto and have executed Subscription Agreements in the form attached in Exhibit 1.2, hereto.
SAUSALITO, Calif.--(BUSINESS WIRE)--Sept. 7, 2006--Triton Distribution Systems, Inc. (OTCBB:TTDS - News), a web-based travel distribution service provider, has entered into an agreement with Galileo International to market their inventory worldwide....Marketing Agreement • September 13th, 2006 • Triton Distribution Systems, Inc. • Oil & gas field exploration services
This news release includes forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. While these statements are made to convey to the public the company's progress, business opportunities and growth prospects, readers are cautioned that such forward-looking statements represent management's opinion. Whereas management believes such representations to be true and accurate based on information and data available to the company at this time, actual results may differ materially from those described. The company's operations and business prospects are always subject to risk and uncertainties. Important factors that may cause actual results to differ are set forth in the company's periodic filings with the U.S. Securities and Exchange Commission.
Subscription Agreement AmendmentSubscription Agreement • September 22nd, 2006 • Triton Distribution Systems, Inc. • Oil & gas field exploration services • California
This Amendment No. 1 (this “Amendment”) to each of the Subscription Agreements dated August 4, 2006 (the “Agreements” and each, an “Agreement”) between Petramerica Oil, Inc., a Colorado Corporation (“Company”), on the one hand, and the two subscribers signatory hereto (“Subscribers”) is entered into on September 6, 2006 by and among the Company and each of the Subscribers. Capitalized terms used herein but not defined herein have the meanings assigned to them in the Agreements.
