AGREEMENT AMONGShare Purchase Agreement • December 20th, 2005 • Pacificnet Inc • Communications equipment, nec • Hong Kong
EXHIBIT 10.9Securities Purchase Agreement • December 30th, 2004 • Pacificnet Inc • Communications equipment, nec • New York
EXHIBIT 10.44 CREATIVE MASTER INTERNATIONAL, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • March 30th, 1999 • Creative Master International Inc • Games, toys & children's vehicles (no dolls & bicycles) • California
the "Company") And KWOK SHECK PUI (the "Executive") ------------------------ SERVICE AGREEMENT ------------------------ Angela Wang & Co. 15A/B Entertainment Building 30 Queen's Road Central Hong Kong Tel: 2525 0500 Fax: 2868 0708 Ref: AW960090.serService Agreement • October 21st, 1998 • Creative Master International Inc • Blank checks • Hong Kong
RECITALSIndemnification Agreement • October 21st, 1998 • Creative Master International Inc • Blank checks • Delaware
EXHIBIT 10.36 PROMISSORY NOTE ---------------Promissory Note • November 25th, 1998 • Creative Master International Inc • Games, toys & children's vehicles (no dolls & bicycles)
ARTICLE II REPRESENTATIONS AND WARRANTIES OF COMPANYShare Exchange Agreement • August 11th, 2000 • Pacific Net Com Inc • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
EXHIBIT 4.3Securities Agreement • December 30th, 2004 • Pacificnet Inc • Communications equipment, nec
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION...Security Agreement • March 2nd, 2004 • Pacificnet Inc • Services-computer programming services
AGREEMENT AMONGSale and Purchase Agreement • April 19th, 2005 • Pacificnet Inc • Communications equipment, nec • Hong Kong
and (5) CARL TONG KA WING SUPPLEMENTAL AGREEMENT IN RELATION TO SALE AND PURCHASE OF 100% OFSupplemental Agreement • October 17th, 2000 • Pacificnet Com Inc • Games, toys & children's vehicles (no dolls & bicycles) • Hong Kong
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 6th, 2006 • Pacificnet Inc • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 28, 2006 among Pacificnet, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
ANDTenancy Agreement • November 25th, 1998 • Creative Master International Inc • Games, toys & children's vehicles (no dolls & bicycles) • Hong Kong
ACMA STRATEGIC HOLDINGS LIMITED (the "Consultant") CONSULTANCY AGREEMENTConsultancy Agreement • September 2nd, 1998 • Creative Master International Inc • Blank checks
andShare Sale and Purchase Agreement • October 17th, 2000 • Pacificnet Com Inc • Games, toys & children's vehicles (no dolls & bicycles) • Hong Kong
EXHIBIT 10.33 AN AGREEMENT made the 18th day of February, One thousand nine hundred and ninety-eight BETWEEN FORTUNE WIND INVESTMENTS LIMITED a company incorporated in British Virgin Islands whose registered office is situate at P.0 Box 3136, Road...Lease Agreement • November 25th, 1998 • Creative Master International Inc • Games, toys & children's vehicles (no dolls & bicycles) • Hong Kong
FORM OF AMENDED AND RESTATED VARIABLE RATE CONVERTIBLE DEBENTURE DUE MARCH 2009Convertible Security Agreement • May 11th, 2007 • Pacificnet Inc • Communications equipment, nec • New York
THIS VARIABLE RATE CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Convertible Debentures of PacificNet, Inc., a Delaware corporation, having its principal place of business at 601 New Bright Building, 11 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the “Company”), designated as its Variable Rate Convertible Debenture, due March 2009 (this debenture, the “Debenture” and collectively with the other such series of debentures, the “Debentures”).
EXHIBIT 1.1 CREATIVE MASTER INTERNATIONAL, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 25th, 1998 • Creative Master International Inc • Games, toys & children's vehicles (no dolls & bicycles) • California
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 3rd, 2006 • Pacificnet Inc • Communications equipment, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 28, 2006, among Pacificnet, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
FORM OF AMENDED AND RESTATED VARIABLE RATE SECURED CONVERTIBLE DEBENTURE DUE JULY 2009Convertible Security Agreement • September 5th, 2008 • Pacificnet Inc • Communications equipment, nec • New York
THIS AMENDED AND RESTATED VARIABLE RATE SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Secured Convertible Debentures of PacificNet Inc., a Delaware corporation, having its principal place of business at 23/F, Tower A, Timecourt, No.6 Shuguang Xili, Chaoyang District, Beijing, China 100028 (the “Company”), designated as its Amended and Restated Variable Rate Secured Convertible Debenture, due July 2009 (this debenture, the “Debenture” and collectively with the other such series of debentures, the “Debentures”).
EXHIBIT 10.38 THIS AGREEMENT is made the 2nd day of January 1996 BETWEEN: 1. WELLHOLDING LIMITED, a company incorporated with limited liability under the laws of Hong Kong with its registered office at 606 Bank of America Tower, 12 Harcourt Road,...Lease Agreement • October 21st, 1998 • Creative Master International Inc • Blank checks
EXHIBIT 10.23Lease Agreement • November 25th, 1998 • Creative Master International Inc • Games, toys & children's vehicles (no dolls & bicycles)
FORM OF SECOND AMENDED AND RESTATED VARIABLE RATE SECURED CONVERTIBLE DEBENTURE DUE JULY 2009Convertible Security Agreement • September 5th, 2008 • Pacificnet Inc • Communications equipment, nec • New York
THIS SECOND AMENDED AND RESTATED VARIABLE RATE SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Secured Convertible Debentures of PacificNet Inc., a Delaware corporation, having its principal place of business at 23/F, Tower A, Timecourt, No.6 Shuguang Xili, Chaoyang District, Beijing, China 100028 (the “Company”), designated as its Second Amended and Restated Variable Rate Secured Convertible Debenture, due July 2009 (this debenture, the “Debenture” and collectively with the other such series of debentures, the “Debentures”).
RECITALSShare Exchange Agreement • August 11th, 2000 • Pacific Net Com Inc • Games, toys & children's vehicles (no dolls & bicycles)
AGREEMENT AMONG For the Acquisition of 100％ Shares of Emperor Holdings LimitedAcquisition Agreement • January 28th, 2008 • Pacificnet Inc • Communications equipment, nec • Hong Kong
NOW, THEREFORE, in consideration of the promises and the mutual agreements and covenants hereinafter set forth, and intending to be legally bound hereby, the parties to this Agreement hereby agree as follows:
EXHIBIT 10.6 PacificNet Hong Kong Office Lease Agreement August 30, 2002 Re: Suite 1702, 17/F., Chinachem Century tower, 178 Gloucester Road, Wanchai, ----------------------------------------------------------------------------- Hong Kong --------- We...Office Lease Agreement • March 31st, 2003 • Pacificnet Inc • Services-computer programming services
COMMON STOCK PURCHASE WARRANT To Purchase __________ Shares of Common Stock of PACIFICNET, INC.Security Agreement • March 6th, 2006 • Pacificnet Inc • Communications equipment, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Pacificnet, Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock, par value $.0001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
EXHIBIT 10.34 THIS AGREEMENT is made the 31st day of January 1996 BETWEEN: 1. KWOK SHECK PUI of Flat E, 28/F, Ngan Sing Mansion, Tai Koo Shing, Hong Kong (hereinafter called "the First Lender"); 2. TONG KA WING, CARL of 3/F, 65 Bisney Road, Pokfulam,...Loan Agreement • October 21st, 1998 • Creative Master International Inc • Blank checks
IRREVOCABLE CUSTODY AGREEMENT AND POWER OF ATTORNEY FOR SALE OF SHARES OF COMMON STOCK OF CREATIVE MASTER INTERNATIONAL, INC.Irrevocable Custody Agreement and Power of Attorney for Sale of Shares of Common Stock • December 10th, 1998 • Creative Master International Inc • Games, toys & children's vehicles (no dolls & bicycles) • California
EXHIBIT 10.44 GUARANTEE TO BE GIVEN BY A LIMITED COMPANY To: Commonwealth Finance Corporation Limited 11/F, Wyndham Place, 40-44, Wyndham Street, Hong Kong. (1) In consideration of your making or continuing advances or otherwise giving credit or...Guarantee Agreement • November 25th, 1998 • Creative Master International Inc • Games, toys & children's vehicles (no dolls & bicycles)
ContractDebenture Agreement • September 5th, 2008 • Pacificnet Inc • Communications equipment, nec
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE, AND IS BEING OFFERED AND SOLD PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND SUCH STATE LAWS. THIS SECURITY MAY NOT BE SOLD OR TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OR SUCH OTHER STATE LAWS.
The OfferingCommon Equity Share Purchase Agreement • April 16th, 2002 • Pacificnet Com Inc • Services-computer programming services • Delaware
The Company agrees to sell and Ho Shu-Jen (the “Purchaser”) agrees to buy $520,000 of Common Equity Shares (the “Shares”), on the terms and conditions set forth below. The shares issued by the Company in connection with the Transaction will not be registered under the Securities Act of 1933 and are subject to restrictions on transferability for a period of one year from date of issuance.
EXHIBIT 4.1 CONSULTING AGREEMENT This agreement, dated December 31, 1997, is made by and between Davin Enterprises, Inc. (the "Company"), a Delaware corporation, and Jonathan Mork ("Consultant"), an individual. 1. In exchange for Consultant's services...Consulting Agreement • February 11th, 1998 • Davin Enterprises Inc • Blank checks
EXHIBIT 10.17 CONSULTING AND SERVICES AGREEMENT This Consulting and Services Agreement (hereinafter referred to as the "Agreement") has been executed by and between the following parties on April 5, 2005 in Guangzhou. Party A: Guangzhou 3G Information...Consulting and Services Agreement • April 28th, 2006 • Pacificnet Inc • Communications equipment, nec
SETTLEMENT AND RELEASE AGREEMENTSettlement Agreement • September 5th, 2008 • Pacificnet Inc • Communications equipment, nec • New York
This Settlement and Release Agreement (this “Agreement”), is made and entered into as of August 29, 2008, by and among PacificNet Inc., a Delaware corporation (the “Company”), and each of Iroquois Master Fund, Ltd., C.E. Unterberg, Towbin Capital Partners I (n/k/a Collins Stewart), Alpha Capital AG, Whalehaven Capital Fund Ltd., DKR Soundshore Oasis Holding Fund, Ltd., Basso Fund Ltd., Basso Multi-Strategy Holding Fund Ltd., and Basso Private Opportunities Holding Fund Ltd. (each, a “Holder” and, collectively, the “Holders”). Capitalized terms used herein, but not otherwise defined, shall have the meanings ascribed to such terms as set forth in the Second Amended and Restated Variable Rate Secured Convertible Debenture due July 2009, in the form attached hereto as Annex A, issued to each of the Holders on the date hereof (each, a “Second Amended Debenture” and, collectively, the “Second Amended Debentures”).
