Bidz.com, Inc. Sample Contracts

VOTING AGREEMENT
Voting Agreement • June 22nd, 2012 • Bidz.com, Inc. • Services-business services, nec • Delaware

VOTING AGREEMENT, dated as of May 17, 2012, (this “Agreement”), by and among Glendon Group, Inc., a Delaware corporation (“Parent”), on the one hand, and David Zinberg and Marina Zinberg, on the other hand (each, a “Stockholder”).

AutoNDA by SimpleDocs
AMENDED AND RESTATED CONTRIBUTION AGREEMENT
Contribution Agreement • November 21st, 2012 • Bidz.com, Inc. • Services-business services, nec • Delaware

THIS AMENDED AND RESTATED CONTRIBUTION AGREEMENT (together with all exhibits and schedules hereto, and as amended, modified or supplemented from time to time, this “Amended and Restated Agreement”) is made as of this day of November 21, 2012, by and among David Zinberg (“D Zinberg”) and Marina Zinberg (“M Zinberg” and collectively, the “Prior Contributing Stockholders”) and Sam Aframian (“S Aframian” and, collectively with the Prior Contributing Stockholders, the “Contributing Stockholders”), on the one hand, and Glendon Group, Inc., a Delaware corporation (the “Parent”), on the other hand.

EMPLOYMENT AGREEMENT
Employment Agreement • June 9th, 2006 • Bidz.com, Inc. • Services-business services, nec • California

THIS EMPLOYMENT AGREEMENT (this "Agreement") is made by and between BIDZ.COM. INC., Inc., a Delaware corporation (the "Company"), and David Zinberg ("Employee"), and is entered as of June 6, 2006 (the "Start Date").

EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2007 • Bidz.com, Inc. • Services-business services, nec • California

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made by and between BIDZ.COM, Inc., a Delaware corporation (the “Company”), and Claudia Y. Liu (“Employee”), and is entered as of February 21, 2007 (the “Start Date”).

CONTRIBUTION AGREEMENT
Contribution Agreement • June 22nd, 2012 • Bidz.com, Inc. • Services-business services, nec • Delaware

THIS CONTRIBUTION AGREEMENT (together with all exhibits and schedules hereto, and as amended, modified or supplemented from time to time, this “Agreement”) is made as of this day of May 17, 2012, by and between David Zinberg and Marina Zinberg (collectively, the “Contributing Stockholders”), on the one hand, and Glendon Group, Inc., a Delaware corporation (the “Parent”), on the other hand.

] Shares* BIDZ.COM, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • June 9th, 2006 • Bidz.com, Inc. • Services-business services, nec • New York

ThinkEquity Partners, LLC As Representative of the Several Underwriters listed on Schedule I hereto 31 West 52nd Street, 17th Floor New York, New York 10019

AGREEMENT
Consulting Agreement • May 11th, 2011 • Bidz.com, Inc. • Services-business services, nec • California

This Consulting Agreement (this “Agreement”), dated as of May 6, 2011 (the “Commencement Date”), is being entered into by and between Bidz.com, Inc., a Delaware corporation (“Company”), and Nyu-Satsu Inc., a Nevada corporation (“Consultant”), with reference to the following matters:

JOINT FILING AGREEMENT
Joint Filing Agreement • May 30th, 2012 • Bidz.com, Inc. • Services-business services, nec

This Joint Filing Agreement (this “Agreement”) is dated as of May 29, 2012 and is entered into by and among Glendon Group, Inc., a Delaware corporation and Kia Jam, its president, director and shareholder (collectively “Parent”), David Zinberg (“D Zinberg”), Marina Zinberg (“M Zinberg”), Weston Capital Management LLC, Delaware limited liability company (“Weston”) and Albert Hallac (“Hallac”).

EQUITY COMMITMENT LETTER May 17, 2012
Equity Commitment Letter • July 27th, 2012 • Bidz.com, Inc. • Services-business services, nec • Delaware

This letter agreement sets forth the commitment of Weston Capital Management LLC and Weston Capital Partners Master Fund III LTD (collectively, the “Investors”), subject to the terms and conditions hereof, to purchase equity securities of Glendon Group, Inc., a Delaware corporation (“Parent”). It is contemplated that pursuant to the Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), to be entered into by and among BIDZ.com, Inc., a Delaware corporation (the “Company”), Parent, and Bidz Acquisition Company, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Acquisition Sub”), Acquisition Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Parent. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Merger Agreement.

GUARANTEE
Guarantee • July 27th, 2012 • Bidz.com, Inc. • Services-business services, nec • Delaware

GUARANTEE, dated as of May 17, 2012 (this “Guarantee”), by Weston Capital Management LLC, a Delaware limited liability company, and Weston Capital Partners Master Fund III LTD, a Cayman Islands exempt corporation (collectively, the “Guarantors” and each, a “Guarantor”), in favor of BIDZ.com, Inc., a Delaware corporation (the “Guaranteed Party”).

EXHIBIT A INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 22nd, 2005 • Bidz.com, Inc. • California

This Indemnification Agreement (the “Agreement”) is made as of this 1st day of November 2002 by and between BIDZ.com, Inc., a California corporation (the “Company”), and David Zinberg, an individual (“Mr. Zinberg”), with respect to the following facts:

SHARE DELIVERY AGREEMENT
Share Delivery Agreement • June 22nd, 2012 • Bidz.com, Inc. • Services-business services, nec • California

THIS SHARE DELIVERY AGREEMENT (“Share Delivery Agreement”) is made as of this day of June 19, 2012, by and between David Zinberg and Marina Zinberg (individually “David Z.” and “Marina Z.” respectively, and collectively, the “Zinbergs”), on the one hand, and Glendon Group, Inc., a Delaware corporation (the “Glendon”), on the other hand.

Bidz.com, Inc. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • June 29th, 2006 • Bidz.com, Inc. • Services-business services, nec • New York

ThinkEquity Partners, LLC As Representative of the Several Underwriters listed on Schedule I hereto 31 West 52nd Street, 17th Floor New York, New York 10019

AGREEMENT AND PLAN OF MERGER dated as of May 17, 2012 By and among BIDZ.COM, INC., GLENDON GROUP, INC., and BIDZ ACQUISITION COMPANY INC.
Merger Agreement • May 18th, 2012 • Bidz.com, Inc. • Services-business services, nec • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of May 17, 2012, is being entered into by and among BIDZ.com, Inc., a Delaware corporation (the "Company"), Glendon Group, Inc., a Delaware corporation ("Parent"), and Bidz Acquisition Company Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Subsidiary").

AGREEMENT AND PLAN OF MERGER
Merger Agreement • March 17th, 2006 • Bidz.com, Inc. • Services-business services, nec

THIS AGREEMENT AND PLAN OF MERGER is dated as of March 15, 2006 (the "Agreement") by and between BIDZ.com, Inc., a Delaware corporation ("BIDZ.COM Delaware") and BIDZ.com, Inc., a California corporation ("BIDZ.COM California"). BIDZ.COM Delaware and BIDZ.COM California are sometimes referred to herein as the "Constituent Corporations".

VOTING AGREEMENT
Voting Agreement • May 30th, 2012 • Bidz.com, Inc. • Services-business services, nec • Delaware

VOTING AGREEMENT, dated as of May 17, 2012, (this “Agreement”), by and among Glendon Group, Inc., a Delaware corporation (“Parent”), on the one hand, and David Zinberg and Marina Zinberg, on the other hand (each, a “Stockholder”).

CLIENT SERVICE AGREEMENT
Client Service Agreement • May 8th, 2006 • Bidz.com, Inc. • Services-business services, nec • Texas

THIS CLIENT SERVICE AGREEMENT (the "Agreement") is between Administaff Companies II, L.P., ("Administaff"), a Delaware limited partnership, with its principal place of business at 19001 Crescent Springs Drive, Kingwood, Texas 77339-3802, and Bidz com. Incorporated ("Client"). Administaff is a professional employer organization, serving Client as an off-site, full service human resource department. Administaff personnel management services are delivered by entering into a co-employment relationship with Client's employees. This relationship and the allocation of responsibilities are defined in this Agreement.

ADDENDUM NO. 3 TO STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE - NET
Standard Industrial/Commercial Multi-Tenant Lease - Net • April 1st, 2009 • Bidz.com, Inc. • Services-business services, nec

THIS ADDENDUM NO. 3 TO STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE - NET (“Addendum”) is made as of March 26, 2009 between PAS TRUST (“Lessor”), and BIDZ.COM, INC., a Delaware corporation (“Lessee”), with reference to the following facts:

BIDZ.COM, INC. INDEMNITY AGREEMENT
Indemnity Agreement • March 17th, 2006 • Bidz.com, Inc. • Services-business services, nec • Delaware

THIS INDEMNITY AGREEMENT (the "Agreement") is made and entered into as of , , by and between BIDZ.COM, Inc., a Delaware corporation (the "Company"), and (the "Indemnitee").

STOCK VESTING AGREEMENT
Stock Vesting Agreement • March 17th, 2006 • Bidz.com, Inc. • Services-business services, nec • California

This Stock Vesting Agreement (the "Agreement") is made as of the 30th day of June 2001, by and between BIDZ.com, Inc., a California corporation (the "Company"), and Lawrence Kong, an individual ("Employee"), and is made with respect to the following facts:

LOAN AND SECURITY AGREEMENT by and among
Loan and Security Agreement • August 14th, 2006 • Bidz.com, Inc. • Services-business services, nec • Massachusetts

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of July [ ], 2006, by and among, on the one hand, LASALLE RETAIL FINANCE, A DIVISION OF LASALLE BUSINESS CREDIT, LLC as agent for LASALLE BANK MIDWEST NATIONAL ASSOCIATION, together with its respective successors and assigns (“Lender”), and, on the other hand, Bidz.com, Inc., a Delaware corporation (“Bidz DE”) and Bidz.com, Inc., a California corporation (“Bidz CA” and, together with Bidz DE, collectively, “Borrower”).

EMPLOYMENT AGREEMENT
Employment Agreement • April 22nd, 2005 • Bidz.com, Inc. • California

This EMPLOYMENT AGREEMENT (this “Agreement”) is made as of the 1st day of November 2002, by and between BIDZ.com, Inc., a California corporation (the “Company”), and David Zinberg, an individual (“Employee”), and is made with respect to the following facts:

AutoNDA by SimpleDocs
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!