ARTICLE I. DEFINITIONSSecurities Purchase Agreement • November 1st, 2005 • Global Axcess Corp • Finance services • New York
ARTICLE IRegistration Rights Agreement • February 10th, 2004 • Global Axcess Corp • Finance services • Florida
RECITALSOperating Agreement • June 4th, 1997 • Xplorer S A • Gold and silver ores • Nevada
ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this "Agreement") is made as of September 24, 2004, by and between Global Axcess Corp, a Nevada corporation ("Buyer"), and ATM Network Services, Inc. dba The Bailey Group ("Seller"), a Nevada...Asset Purchase Agreement • October 13th, 2004 • Global Axcess Corp • Finance services • Florida
SECURITY AGREEMENT SECURITY AGREEMENT, dated as of October 27, 2005 (this "Agreement"), among Global Axcess Corp., a Nevada corporation (the "Company") and all of the Subsidiaries of the Company (such subsidiaries, the "Guarantors") (the Company and...Security Agreement • November 1st, 2005 • Global Axcess Corp • Finance services • New York
THIS COMMON STOCK PURCHASE WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 ACT, AS AMENDED (THE "1933 ACT"). THE HOLDER HEREOF, BY PURCHASING THIS COMMON STOCK PURCHASE WARRANT, AGREES FOR THE BENEFIT OF THE COMPANY THAT SUCH...Common Stock Purchase Warrant • February 10th, 2004 • Global Axcess Corp • Finance services • Florida
RecitalsConsulting Agreement • October 13th, 2004 • Global Axcess Corp • Finance services • Florida
BETWEENStock Purchase Agreement • February 10th, 2004 • Global Axcess Corp • Finance services • Florida
Exhibit 4.4 "B" WARRANT AGREEMENT to Purchase Common Stock of XPLORER, S.A. Expiring August 4, 2001Warrant Agreement • June 6th, 1997 • Xplorer S A • Gold and silver ores • California
RECITALSSubordination Agreement • November 1st, 2005 • Global Axcess Corp • Finance services • Florida
EXHIBIT C REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of October 27, 2005, between Global Axcess Corp., a Nevada corporation (the "Company"), and the purchaser signatory hereto (the...Registration Rights Agreement • November 1st, 2005 • Global Axcess Corp • Finance services
EXHIBIT B 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 UNDER...Securities Agreement • November 1st, 2005 • Global Axcess Corp • Finance services
EXHIBIT 2.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 15th, 2001 • Netholdings Com Inc • Gold and silver ores • Nevada
TABLE OF CONTENTSSubscription Agreement • February 5th, 2004 • Global Axcess Corp • Finance services • Florida
Exhibit 10.6 REGULATION "S" STOCK PURCHASE AGREEMENT This Stock Purchase Agreement is made this 28th day of November, 1996, by and between Stonehill Investments, Ltd., a corporation organized under the laws of Ireland ("BUYER"), and Xplorer, S.A., a...Stock Purchase Agreement • June 6th, 1997 • Xplorer S A • Gold and silver ores • California
RECITALSMerger Agreement • July 23rd, 2001 • Netholdings Com Inc • Gold and silver ores • California
ESCROW AGREEMENT THIS ESCROW AGREEMENT ("Escrow Agreement") dated as of _____________ ___, 2004, is made by and among Global Axcess Corp, a Nevada corporation ("Buyer"), ATM Network Services, Inc. dba The Bailey Group, a Nevada corporation ("Seller")...Escrow Agreement • October 13th, 2004 • Global Axcess Corp • Finance services • Florida
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 28th, 2011 • Global Axcess Corp • Services-business services, nec • New York
This Securities Purchase Agreement (this "Agreement") is dated as of October 27, 2005 between Global Axcess Corp., a Nevada corporation whose principal place of business is located at 224 Ponte Vedra Park Drive, Ponte Vedra Beach, Florida 32802 (the "Company"), and the Purchaser(s) listed on Schedule A attached hereto (including its successors and assigns, the "Purchasers").
SECURITY AGREEMENTSecurity Agreement • January 28th, 2011 • Global Axcess Corp • Services-business services, nec • New York
SECURITY AGREEMENT, dated as of October 27, 2005 (this "Agreement"), among Global Axcess Corp., a Nevada corporation (the "Company") and all of the Subsidiaries of the Company (such subsidiaries, the "Guarantors") (the Company and Guarantors are collectively referred to as the "Debtors") and the holder or holders of the Company's 9% Senior Subordinated Secured Convertible Notes due October 27, 2010 in the original aggregate principal amount of $3,500,000 (the "Notes"), signatory hereto, their endorsees, transferees and assigns (collectively referred to as, the "Secured Parties").
Exhibit 10.2 LEASE AGREEMENT THIS LEASE is made and entered into this 15th day of July, 1995, by and between SEQUOIA TRUST, a Nevada trust, hereinafter called "Lessor" and ATLANTIC PACIFIC TRUST, a Nevada Trust, hereinafter called "Lessee." Lessor,...Lease Agreement • June 6th, 1997 • Xplorer S A • Gold and silver ores
Exhibit 2.3 AGREEMENT AND PLAN OF REORGANIZATION AGREEMENT AND PLAN OF REORGANIZATION dated as of December 26, 1996, among Atlantic Pacific Trust (hereinafter called "Trust") and Atlantic Pacific Trust, LLC, a Nevada Limited Liability Company...Agreement and Plan of Reorganization • June 6th, 1997 • Xplorer S A • Gold and silver ores
PRO SECURITY AGREEMENT (PLEDGE)Security Agreement • June 6th, 1997 • Xplorer S A • Gold and silver ores • California
Exhibit 4.5 "C" WARRANT AGREEMENT to Purchase Common Stock of XPLORER, S.A. Expiring August 4, 2001Warrant Agreement • June 6th, 1997 • Xplorer S A • Gold and silver ores • California
GLOBAL AXCESS CORP SUBSCRIPTION AGREEMENT March 11, 2005 TABLE OF CONTENTSSubscription Agreement • April 5th, 2005 • Global Axcess Corp • Finance services • Florida
THIS DEBENTURE HAS NOT BEEN REGISTERD UNDER THE SECURITIES ACT OF 1933. NO SALE, HYPOTHECATION, TRANSFER OR DISPOSITION MAY BE EFFECTED, EXCEPT IN COMPLIANCE WITH SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO. 9% DEBENTUREDebenture • September 20th, 2004 • Global Axcess Corp • Finance services • Florida
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 28th, 2011 • Global Axcess Corp • Services-business services, nec
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof among the Company and the Purchaser (the "Purchase Agreement").
EXHIBIT E SUBSIDIARY GUARANTEE SUBSIDIARY GUARANTEE, dated as of October 27, 2005, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, (the "Guarantors"), in favor of the Purchasers...Subsidiary Guarantee • November 1st, 2005 • Global Axcess Corp • Finance services • New York
EXHIBIT A NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER...Convertible Security Agreement • November 1st, 2005 • Global Axcess Corp • Finance services • New York
ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this "Agreement") is entered into this 28th, of October, 2005, by and between GLOBAL AXCESS CORP, a Nevada corporation ("Buyer"), and AMER-E-COM DIGITAL CORPORATION, dba FIRST NATIONAL ATM, a...Asset Purchase Agreement • November 1st, 2005 • Global Axcess Corp • Finance services • Florida
Exhibit 10.1 LEASE AGREEMENT THIS LEASE is made and entered into this 15th day of July, 1995, by and between SEQUOIA TRUST, a Nevada trust, hereinafter called "Lessor" and ATLANTIC PACIFIC TRUST, a Nevada Trust, hereinafter called "Lessee". Lessor,...Lease Agreement • June 4th, 1997 • Xplorer S A • Gold and silver ores
GLOBAL AXCESS CORP NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • April 15th, 2011 • Global Axcess Corp • Services-business services, nec • Florida
This Nonstatutory Stock Option Agreement ("Agreement") is made and entered into as of the date set forth below, by and between GLOBAL AXCESS CORP, a Nevada corporation (the "Company"), and the director of the Company named in Section 1(b). ("Optionee"):
BACKGROUNDAsset Purchase Agreement • October 15th, 2004 • Global Axcess Corp • Finance services
COMMON STOCK PURCHASE WARRANT To Purchase 910,000 Shares of Common Stock of Global Axcess Corp.Security Agreement • January 28th, 2011 • Global Axcess Corp • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, CAMOFI Master LDC (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 October 27, 2010, the five year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Global Axcess Corp., a Nevada corporation (the "Company"), 910,000 shares (the "Warrant Shares") of Common Stock, $0.001 par value, 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 10.13 FEE AGREEMENT FOR INTRODUCTION SERVICES This FEE AGREEMENT FOR INTRODUCTION SERVICES (the "Agreement") is between NetHoldings.Com Inc., (the "Company") and NewBridge Capital, Inc., (the "Finder"). WHEREAS, pursuant to agreements between...Fee Agreement for Introduction Services • April 16th, 2001 • Netholdings Com Inc • Gold and silver ores • Nevada
SEPARATION AGREEMENT AND RELEASESeparation Agreement • January 28th, 2011 • Global Axcess Corp • Services-business services, nec • Florida
This Separation Agreement and Release (“Agreement”), dated as of October 10, 2006, by and between the parties hereto, David Fann (“Employee”) and Global Axcess Corp (“Employer” or “Company”).
