This AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT (this "Amendment") is --------- made and entered into as of February 27, 2007 by and among eLEC Communications Corp., a New York corporation having an address at 75 South Broadway Suite 302 White...Stock Purchase Agreement • March 8th, 2007 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT ----------------------------- LAURUS MASTER FUND, LTD.Securities Purchase Agreement • June 8th, 2006 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.8 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON...Warrant Agreement • June 8th, 2006 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 12th, 2014 • Pervasip Corp • Telephone communications (no radiotelephone) • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 26, 2014, by and between PERVASIP CORP., a New York corporation, with headquarters located at 430 North Street, White Plains, NY 10601 (the “Company”), and DIAMOND REMARK, INC., a Texas corporation, with its address at 1 Linden Place, Great Neck, NY 11021 (the “Buyer”).
EXHIBIT 10.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of November 30, 2005, by and between eLEC Communications Corp., a New York corporation (the "Company"), and Laurus Master...Registration Rights Agreement • December 6th, 2005 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
ARTICLE IShareholders Agreement • June 30th, 1998 • Sirco International Corp • Leather & leather products • New York
Additional Shares 2.2 Company Offering 2.1 Company Shares 2.2 Demand Registration Notice 2.1 Indemnified Party 6.3 Indemnifying Party 6.3 Other Securities 3.1 Other Shareholders 2.5Registration Rights Agreement • November 6th, 1997 • Sirco International Corp • Leather & leather products • New York
BY AND AMONGStock Purchase Agreement • December 21st, 2006 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
BetweenOffice Lease • March 15th, 2005 • Elec Communications Corp • Telephone communications (no radiotelephone) • Florida
Exhibit 10.1 eLEC COMMUNICATIONS CORP. SECURITIES PURCHASE AGREEMENT February 8, 2005 TABLE OF CONTENTSSecurities Purchase Agreement • February 14th, 2005 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.4 STOCK PLEDGE AGREEMENT This Stock Pledge Agreement (this "Agreement"), dated as of February 8, 2005, among Laurus Master Fund, Ltd. (the "Pledgee"), eLEC Communications Corp., a New York corporation (the "Company"), and each of the other...Stock Pledge Agreement • February 14th, 2005 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.6 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON...Warrant Agreement • December 6th, 2005 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
AmongMerger Agreement • February 2nd, 2000 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.1 ------------ AGREEMENT OF PURCHASE AND SALEPurchase and Sale Agreement • October 21st, 2003 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
as Seller andAsset Purchase Agreement • August 25th, 1999 • Sirco International Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.2 ------------ FIRST AMENDMENT OF PURCHASE AND SALE AGREEMENT THIS FIRST AMENDMENT OF PURCHASE AND SALE AGREEMENT (this "Amendment") is made as of this 14th day of August, 2003, by and between ELEC COMMUNICATIONS CORP., a New York...Purchase and Sale Agreement • October 21st, 2003 • Elec Communications Corp • Telephone communications (no radiotelephone)
Exhibit 10.1 EMPLOYMENT AGREEMENT AGREEMENT made as of this 1st day of December, 1992, by and between SIRCO INTERNATIONAL CORP., a New York corporation with its principal place of business at 10 West 33rd Street, Suite 606, New York, New York 10001...Employment Agreement • December 15th, 1995 • Sirco International Corp • Leather & leather products • New York
Exhibit 10.5 SUBSIDIARY GUARANTYSubsidiary Guaranty • February 14th, 2005 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.3 eLEC COMMUNICATIONS CORP. AND CERTAIN OF ITS SUBSIDIARIES MASTER SECURITY AGREEMENT To: Laurus Master Fund, Ltd. c/o M&C Corporate Services Limited P.O. Box 309 GT Ugland House South Church Street George Town Grand Cayman, Cayman Islands...Master Security Agreement • February 14th, 2005 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.4 FUNDS ESCROW AGREEMENT This Agreement (this "Agreement") is dated as of the 31st day of May 2006 among eLEC COMMUNICATIONS CORP., a New York corporation (the "Company"), Laurus Master Fund, Ltd. (the "Purchaser"), and Loeb & Loeb LLP (the...Funds Escrow Agreement • June 8th, 2006 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
ARTICLE I INTEREST & AMORTIZATIONSecured Convertible Term Note • December 6th, 2005 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.2 EMPLOYMENT AGREEMENT AGREEMENT made as of the 1st day of September, 1992, by and between SIRCO INTERNATIONAL CORP., a New York Corporation (the "Company"), having an office at 10 West 33rd Street, New York, New York 10001, and Gandolfo...Employment Agreement • December 15th, 1995 • Sirco International Corp • Leather & leather products • New York
Exhibit 10.2 SECURED TERM NOTE ----------------- FOR VALUE RECEIVED, ELEC COMMUNICATIONS CORP., a New York corporation (the "Company"), promises to pay to LAURUS MASTER FUND, LTD., c/o M&C Corporate Services Limited, P.O. Box 309 GT, Ugland House,...Secured Term Note • June 8th, 2006 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.5 RESTRICTED ACCOUNT AGREEMENT ---------------------------- This Restricted Account Agreement (this "Agreement") is entered into this 31st day of May, 2006, by and among NORTH FORK BANK, a New York banking corporation with offices at 275...Restricted Account Agreement • June 8th, 2006 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10.3 REAFFIRMATION AND RATIFICATION AGREEMENTReaffirmation and Ratification Agreement • June 8th, 2006 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
12% CONVERTIBLE DEBENTURE DUE December 24, 2011Securities Agreement • March 16th, 2011 • Pervasip Corp • Telephone communications (no radiotelephone)
THIS DEBENTURE is a duly authorized and issued 12% Convertible Debentures of PERVASIP CORP, a New York corporation, having a principal place of business at 75 South Broadway#400,White Plains, New York 10601 (the "Company"), due December 24, 2011 (the "Debenture").
ContractWarrant Agreement • June 28th, 2013 • Pervasip Corp • Telephone communications (no radiotelephone) • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO PERVASIP CORP. THAT SUCH REGISTRATION IS NOT REQUIRED.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 20th, 2015 • Pervasip Corp • Telephone communications (no radiotelephone) • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of June 30, 2015 and effective as of October 14, 2015 (the “Effective Date”), by and between PERVASIP CORP., a corporation incorporated under the laws of the State of New York (the “Company”), and TCA GLOBAL CREDIT MASTER FUND, LP, a limited partnership organized and existing under the laws of the Cayman Islands (the “Buyer”).
SECURITY AGREEMENTSecurity Agreement • March 6th, 2013 • Pervasip Corp • Telephone communications (no radiotelephone) • New Jersey
THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of FEBRUARY 15, 2013, by and among PERVASIP CORP. (FKA eLEC COMMUNICATIONS CORP.), a New York corporation (“Company”), and Company’s undersigned active subsidiaries (each, an “Active Subsidiary”) and inactive subsidiaries (each, an “Inactive Subsidiary” and, together with the Active Subsidiaries, the “Subsidiaries”; each of which Subsidiaries shall be referred to herein collectively with the Company as the “Grantors”), in favor of 112359 Factor Fund, LLC (“the “Secured Party”).
ContractNote • February 25th, 2009 • Pervasip Corp • Telephone communications (no radiotelephone) • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO PERVASIP CORP. THAT SUCH REGISTRATION IS NOT REQUIRED.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 8th, 2015 • Pervasip Corp • Telephone communications (no radiotelephone) • New Jersey
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), is made effective as of JULY 1, 2015 (the “Effective Date”), by and among FLUX CARBON CORPORATION (“Buyer”) and PERVASIP CORP. (“Company”).
FORM OF] WARRANT AGREEMENTWarrant Agreement • June 30th, 1998 • Sirco International Corp • Leather & leather products • New York
AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 13th, 2007 • Elec Communications Corp • Telephone communications (no radiotelephone) • New York
R E C I T A L SAsset Purchase Agreement • January 6th, 2003 • Elec Communications Corp • Telephone communications (no radiotelephone)
SECURITIES PURCHASE AGREEMENT as Administrative and Collateral Agent THE PURCHASERS From Time to Time Party Hereto and PERVASIP CORP. Dated: May ___, 2008Securities Purchase Agreement • June 3rd, 2008 • Pervasip Corp • Telephone communications (no radiotelephone) • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 28, 2008, among PERVASIP CORP, a New York corporation (the “Company”), the purchasers from time to time a party hereto (each a “Purchaser” and collectively, the “Purchasers”) and LV ADMINISTRATIVE SERVICES, INC., a Delaware corporation, as administrative and collateral agent for each Purchaser (the “Agent”), and together with the Purchasers, the “Creditor Parties”).
