REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement (this "Agreement") is made and entered into as of February 2, 1999, among Imaging Technologies Corporation, a Delaware corporation (the "Company") and each...Registration Rights Agreement • February 22nd, 1999 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • California
EXHIBIT 4.6 CONSULTING AGREEMENT AGREEMENT, effective as of the 8th day of July, 2002, between Imaging Technologies Corporation, a Delaware Corporation (the "Company"), at 15175 Innovation Drive, San Diego, CA 92128 and Stephen A. Fryer, 2201 Alta...Consulting Agreement • August 1st, 2002 • Imaging Technologies Corp/Ca • Computer communications equipment • California
PERSONAL COMPUTER PRODUCTS, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • September 29th, 1995 • Personal Computer Products Inc • Computer peripheral equipment, nec
AND ROBERT MARKS AND BET TRUST AND CARL PERKINS ANDShare Purchase Agreement • May 1st, 2001 • Imaging Technologies Corp/Ca • Computer communications equipment • California
WITNESSETH: ----------- RECITALS --------Stock Option Agreement • February 12th, 1996 • Personal Computer Products Inc • Computer peripheral equipment, nec • California
SECURITIES PURCHASE AGREEMENT Among IMAGING TECHNOLOGIES CORPORATION, BALMORE FUNDS S.A., AUSTOST ANSTALT SCHAAN, NESHER, INC. and GUARANTEE & FINANCE CORP. Dated as of January 13, 1999Securities Purchase Agreement • February 22nd, 1999 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • New York
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of January 22, 2002, by and among IMAGING TECHNOLOGIES CORPORATION, a Delaware corporation, with its headquarters located at 15175 Innovation Drive, San Diego,...Registration Rights Agreement • February 15th, 2002 • Imaging Technologies Corp/Ca • Computer communications equipment • New York
If to an Investor: to the address set forth immediately below such Investor's name on the signature pages to the Securities Purchase Agreement. With a copy to: Bristol DLP, LLC Investment Manager 6363 Sunset Blvd., Fifth Floor Hollywood, California 90028 Attention: Amy Wang Telephone: 323-769-2852 Facsimile: 323-468-8307 Email: amy@bristolcompanies.com
AGREEMENT ---------Executive Employment Agreement • October 17th, 2006 • Dalrada Financial Corp • Services-management services • California
EXHIBIT 10(am)Settlement Agreement • May 1st, 2001 • Imaging Technologies Corp/Ca • Computer communications equipment • California
Exhibit 4.39 SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS This Separation Agreement and General Release of all Claims ("Agreement") is made by and between Dr. Edward W. Savarese ("Dr. Savarese") on the one hand, and Imaging Technologies,...Separation Agreement • July 16th, 1999 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • California
OFWarrant Agreement • May 2nd, 2002 • Imaging Technologies Corp/Ca • Computer communications equipment • New York
Exhibit 10(av) REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of September 21, 2001, between Imaging Technologies Corporation, a Delaware corporation (the "Company") and the purchaser...Registration Rights Agreement • May 2nd, 2002 • Imaging Technologies Corp/Ca • Computer communications equipment • New York
Exhibit 4.1 Advisory and Consulting Agreement Number of Shares and Options ---------------------------- 4.1(a) 11,111,111 4.1(b) 2,777,778 4.1(c) 2,777,777 4.1(d) 1,388,889 4.1(e) 2,777,778 4.1(f) 4,000,000 4.1(g) 4,000,000 Miscellaneous 333,333Consulting Agreement • November 1st, 2001 • Imaging Technologies Corp/Ca • Computer communications equipment • California
RECITALSSecurity Agreement • January 22nd, 2003 • Imaging Technologies Corp/Ca • Computer communications equipment • California
ARTICLE 2 REPRESENTATIONS AND WARRANTIESAcquisition Agreement • December 19th, 2002 • Imaging Technologies Corp/Ca • Computer communications equipment • California
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of August 21, 1997, by and among Imaging Technologies Corporation, a Delaware corporation, with headquarters located at 11031 Via Frontera, San Diego, California...Registration Rights Agreement • October 13th, 1998 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • New York
AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 16th, 1998 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software
Recitals: ---------Exchange Agreement • February 22nd, 1999 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • New York
AMENDMENT TO CONSULTING AGREEMENT This Amendment to the Consulting Agreement ("Amendment") is made and entered into by and between Irwin Roth ("Consultant") and Imaging Technologies Corporation (the "Company") on June 12, 1998. 1. Consultant and...Consulting Agreement • October 13th, 1998 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software
EXHIBIT 10(D) THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD,...Warrant Agreement • February 17th, 2004 • Imaging Technologies Corp/Ca • Computer communications equipment • New York
SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the "AGREEMENT"), dated as of August 21, 1997, by and among Imaging Technologies Corporation, a Delaware corporation, with headquarters located at 11031 Via Frontera, San Diego, California...Securities Purchase Agreement • October 13th, 1998 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • New York
E-13Warrant Agreement • July 16th, 1999 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • California
Each party shall provide notice to the other party of any change in address. g. Successors and Assigns. This Agreement shall be binding upon and ------------------------ inure to the benefit of the parties and their successors and assigns. Neither the...Securities Purchase Agreement • February 15th, 2002 • Imaging Technologies Corp/Ca • Computer communications equipment • New York
Jenkens & Gilchrist Parker Chapin, LLP The Chrysler Building 405 Lexington Avenue New York, NY 10174 Attention: Christopher S. Auguste, Esq. Telephone: 212-704-6000 Facsimile: 212-704-6288
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE...Warrant Agreement • October 13th, 1998 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • California
EXHIBIT 10(w) REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement (this "Agreement") is made and entered into as of September 21, 2001, between Imaging Technologies Corporation, a Delaware corporation (the...Registration Rights Agreement • October 12th, 2001 • Imaging Technologies Corp/Ca • Computer communications equipment • New York
Note #3 Principal $2,378,994.65 Interest $ 32,901.44 Late charge $ 4,004.73 ---------------- TOTAL $2,419,900.82Forbearance Agreement • February 22nd, 1999 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • California
EXHIBIT 10(E) THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGIS-TERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES...Warrant Agreement • February 15th, 2002 • Imaging Technologies Corp/Ca • Computer communications equipment
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGIS-TERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 22, 2002, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRA-TION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.
EXHIBIT 10(E) THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED...Convertible Note • February 17th, 2004 • Imaging Technologies Corp/Ca • Computer communications equipment • New York
PROMISSORY NOTEPromissory Note • October 13th, 1998 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software
WITNESSETHCompensation Agreement • June 18th, 1999 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software
Exhibit 4.1(d) AMENDED CONSULTING AGREEMENT This Amended Consulting Agreement (the "Consulting Agreement") made as of July 9, 2001, by and between Howard Schraub, 8538 Ruette Monte Carlo, La Jolla, CA 92037 ("Consultant") and Imaging Technologies...Consulting Agreement • October 16th, 2001 • Imaging Technologies Corp/Ca • Computer communications equipment • California
RECITALSStock Purchase Agreement • May 21st, 2003 • Imaging Technologies Corp/Ca • Computer communications equipment • California
Exhibit 4.7 CONSULTING AGREEMENT AGREEMENT, effective as of the 8th day of July, 2002, between Imaging Technologies Corporation, a Delaware Corporation (the "Company"), of 15175 Innovation Drive, San Diego, CA 92128 and Owen Naccarato (the...Consulting Agreement • August 1st, 2002 • Imaging Technologies Corp/Ca • Computer communications equipment • California
AGREEMENT AND PLAN OF MERGER AND PLAN OF REORGANIZATIONMerger Agreement • October 13th, 1998 • Imaging Technologies Corp/Ca • Wholesale-computers & peripheral equipment & software • California
EXHIBIT 10(I) SUBSCRIPTION AGREEMENT ---------------------- THIS SUBSCRIPTION AGREEMENT (this "Agreement"), dated as of December ___, 2003, by and among Imaging Technologies Corporation, a Delaware corporation (the "Company"), and the subscribers...Subscription Agreement • February 17th, 2004 • Imaging Technologies Corp/Ca • Computer communications equipment • New York
