SPLINTERNET COMMUNICATIONS, INC. (a Connecticut corporation) Warrant for the Purchase of 6,429 Shares of Common Stock, par value $.001 per share Void after 11:59 p.m., Eastern Time, on November 6, 2007Warrant Agreement • June 1st, 2006 • Splinternet Holdings Inc • Connecticut
SPLINTERNET COMMUNICATIONS, INC., a Connecticut corporation (the “Company”), hereby certifies that ATHENEUM CAPITAL (the “Holder”), for value received, is entitled, subject to the provisions of this Warrant, to purchase from the Company at any time, or from time to time during the period commencing as of the Exercise Date (as hereinafter defined) and expiring at 11:59 p.m., Eastern Time, on November 6, 2007 (the “Expiration Date”), up to 6,429 fully paid and non-assessable shares of Common Stock at a price of $12.00 per share (the “Exercise Price”).
SPLINTERNET HOLDINGS, INC. (a Delaware corporation) Warrant for the Purchase of _________ Shares of Common Stock, par value $.001 per share Void after 11:59 p.m., Eastern Time, on ______________Warrant Agreement • August 14th, 2009 • Splinternet Holdings Inc • Telephone communications (no radiotelephone) • Delaware
SPLINTERNET HOLDINGS, INC., a Delaware corporation (the “Company”), hereby certifies that ______________________ (the “Holder”), for value received, is entitled, subject to the provisions of this Warrant, to purchase from the Company at any time, or from time to time during the period commencing as of the date hereof and expiring at 11:59 p.m., Eastern Time, on _________________ (the “Expiration Date”), up to ___________ fully paid and non-assessable shares of Common Stock at a price of $_______ per share (the “Exercise Price”).
COMMON STOCK EXCHANGE AGREEMENTCommon Stock Exchange Agreement • June 1st, 2006 • Splinternet Holdings Inc • Delaware
COMMON STOCK EXCHANGE AGREEMENT (the “Agreement”) entered into as of the 3rd day of April, 2006, by and among Splinternet Holdings, Inc., a Delaware corporation with an address at 535 Connecticut Avenue, Norwalk, Connecticut 06854 (the “Company”), Splinternet Communications, Inc., a Connecticut corporation with an address at 535 Connecticut Avenue, Norwalk, Connecticut 06854 (“Communications”) and the individuals and entities listed on Schedule A attached hereto and made a part hereof (each such individual and entity being referred to herein individually as a “Stockholder” and collectively as the “Stockholders”). The Company, Communications and the Stockholders are referred to herein collectively as a “Party” or the “Parties.”
VALUE-ADDED RESELLER AGREEMENTValue-Added Reseller Agreement • December 13th, 2007 • Splinternet Holdings Inc • Telephone communications (no radiotelephone) • Connecticut
THIS AGREEMENT is made and entered into as of Dec 10, 2007 (herein called the “Effective Date”) by and between Splinternet Holdings, Inc. a Delaware corporation with its principal place of business located at 535 Connecticut Ave. Norwalk, CT 06854 (“RESELLER”) and VIDIATION, LLC, a limited liability company organized and existing under the laws of the State of Nevada, and having a principal place of business located at 108 South Wynstone Park Drive, Suite #117, N. Barrington, Illinois 60010, its heirs and assigns (“VIDIATION”).
SECURITY AGREEMENTSecurity Agreement • November 14th, 2008 • Splinternet Holdings Inc • Telephone communications (no radiotelephone) • Connecticut
SECURITY AGREEMENT (this “Agreement”), dated as of September 5, 2008, by and among Splinternet Holdings, Inc., a Delaware corporation (“Holdings”), Splinternet Communications, Inc., a Connecticut corporation (“Communications”) (Holdings and Communications together referred to as the “Companies” and sometimes individually as the “Company”), and James C. Ackerly, and his respective endorsees, transferees and assigns (the “Secured Party”).
November 15, 2007 Mr. James Ackerly Chief Executive Officer Splinternet Holdings, Inc.Client-Auditor Relationship Termination • November 15th, 2007 • Splinternet Holdings Inc • Telephone communications (no radiotelephone)
VALUE-ADDED RESELLER AGREEMENTValue-Added Reseller Agreement • December 13th, 2007 • Splinternet Holdings Inc • Telephone communications (no radiotelephone) • Connecticut
THIS AGREEMENT is made and entered into as of Dec 10, 2007 (herein called the “Effective Date”) by and between Splinternet Holdings, Inc. a Delaware corporation with its principal place of business located at 535 Connecticut Ave. Norwalk, CT 06854 (“SPLINTERNET”) and VIDIATION, LLC, a limited liability company organized and existing under the laws of the State of Nevada, and having a principal place of business located at 108 South Wynstone Park Drive, Suite #117, N. Barrington, Illinois 60010, its heirs and assigns (“RESELLER”).
SECURED DEMAND PROMISSORY NOTESecured Demand Promissory Note • November 14th, 2008 • Splinternet Holdings Inc • Telephone communications (no radiotelephone)
FOR VALUE RECEIVED, SPLINTERNET HOLDINGS, INC., a Delaware corporation with an address at 535 Connecticut Avenue, 2nd floor, Norwalk, Connecticut 06854 (the “Maker”), hereby promises to pay to the order of James C. ACKERLY, with an address at 364 Rowayton Avenue, Rowayton, Connecticut 06853, or assigns (the “Holder”), the principal sum of _______________________ Dollars in lawful money of the United States, plus interest thereon at the rate set forth below, ON DEMAND.
AGREEMENT AND PLAN OF MERGERMerger Agreement • February 12th, 2008 • Splinternet Holdings Inc • Telephone communications (no radiotelephone) • Connecticut
AGREEMENT AND PLAN OF MERGER, dated as of February 7, 2008 (the “Agreement”), among Splinternet Holdings, Inc., a Delaware corporation (“Splinternet”), Splinternet Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Splinternet (“Merger Sub”), and Vidiation, Inc., a Delaware corporation (the “Company”). Splinternet, Merger Sub and the Company are collectively referred to herein as the “Parties.” Splinternet and Merger Sub are sometimes referred to herein collectively as the “Splinternet Parties.”
