1 EXHIBIT 4.3 ESCROW AGREEMENT AGREEMENT made as of the __th day of ______ 2000 by and between Video Network Communications, Inc. ("Company"), EarlyBirdCapital, Inc. ("Placement Agent") and Continental Stock Transfer & Trust Company (A Limited Purpose...Escrow Agreement • August 28th, 2000 • Video Network Communications Inc • Telegraph & other message communications • New York
ARTICLE I DEFINITIONS.Warrant Agreement • May 28th, 2002 • Video Network Communications Inc • Telephone & telegraph apparatus • New York
RECITALSStock Option Agreement • March 31st, 1998 • Objective Communications Inc • Telegraph & other message communications • Delaware
BETWEENUnderwriting Agreement • June 7th, 1999 • Objective Communications Inc • Telegraph & other message communications • New York
AGREEMENTAsset Purchase Agreement • February 21st, 2003 • Video Network Communications Inc • Telephone & telegraph apparatus • New York
2- 3 or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and no event will have occurred which should have been set forth in an amendment or supplement to the Registration...Underwriting Agreement • January 29th, 1997 • Objective Communications Inc • New York
EMPLOYMENT AGREEMENT AGREEMENT dated as of September 9, 1999, between VIDEO NETWORK COMMUNICATIONS, INC., a Delaware corporation (the "Company") and CARL MUSCARI, residing in Nashua, New Hampshire (the "Executive"). WHEREAS, the Executive is willing...Employment Agreement • November 23rd, 1999 • Video Network Communications Inc • Telegraph & other message communications • New Hampshire
1 EXHIBIT 4.1 VIDEO NETWORK COMMUNICATIONS, INC. ---------------------------------- SUBSCRIPTION AGREEMENTSubscription Agreement • August 28th, 2000 • Video Network Communications Inc • Telegraph & other message communications • New York
1 EXHIBIT 4.6 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT ("Registration Rights Agreement") entered into as of July 8, 1998, by and between the purchasers set forth on the signature pages hereof (each a "Purchaser," and...Registration Rights Agreement • July 16th, 1998 • Objective Communications Inc • Telegraph & other message communications • New York
EXHIBIT 10.16 January 21, 1999 Shaw Pittman Potts & Trowbridge 2300 N Street NW Washington, DC 20037-1128 Attention: James Leary, Esq. RE: LETTER AGREEMENT REGARDING FEES AND OUTSTANDING ACCOUNTS PAYABLE Dear Jim: This letter agreement (the...Letter Agreement • March 31st, 1999 • Objective Communications Inc • Telegraph & other message communications
VOTING AGREEMENTVoting Agreement • March 13th, 1997 • Objective Communications Inc • Telegraph & other message communications • New York
1 EXHIBIT 10.3 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made this ___ day of March, 1997 by and between Objective Communications, Inc., a Delaware corporation with its principal place of business at 14100 Park Meadow Drive,...Employment Agreement • March 13th, 1997 • Objective Communications Inc • Telegraph & other message communications • Virginia
1 EXHIBIT 4.4 (FACE OF DEBENTURE) THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS AND NEITHER THIS SECURITY NOR ANY INTEREST OR PARTICIPATION HEREIN...Debenture Agreement • July 16th, 1998 • Objective Communications Inc • Telegraph & other message communications • New York
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 27th, 2004 • Talkpoint Communications Inc • Telephone & telegraph apparatus • Delaware
NOTENote • March 31st, 1999 • Objective Communications Inc • Telegraph & other message communications
EXHIBIT 4.17 WARRANT AGREEMENT Agreement made as of June __, 1999, between Objective Communications, Inc., a Delaware corporation with offices at 50 International Drive, Portsmouth, New Hampshire 03801 ("Company"), and Continental Stock Transfer &...Warrant Agreement • June 7th, 1999 • Objective Communications Inc • Telegraph & other message communications • New York
EXHIBIT A TO OBJECTIVE COMMUNICATIONS, INC. COMMON STOCK WARRANTCommon Stock Warrant • March 31st, 1999 • Objective Communications Inc • Telegraph & other message communications • New Hampshire
May __, 1999Convertible Debenture Agreement • May 13th, 1999 • Objective Communications Inc • Telegraph & other message communications
December 5, 1995 Mr. Steven A. Rogers President Objective Communications, Inc. 15000 Conference Center Drive Chantilly, VA 22021 Dear Steven: This letter of understanding sets forth th agreement that we have reached today concerning the relationship...Letter of Understanding • March 13th, 1997 • Objective Communications Inc • Telegraph & other message communications
1 EXHIBIT 3.6 THIS WARRANT AND THE SHARES OF COMMON STOCK PURCHASABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION...Common Stock Purchase Warrant • January 29th, 1997 • Objective Communications Inc • Delaware
1 EXHIBIT 4.2 FIRST AMENDMENT TO WARRANT AGREEMENT This First Amendment to Warrant Agreement (the "First Amendment") is made as of August 8, 2000, among Video Network Communications, Inc. (formerly, Objective Communications, Inc.), a Delaware...Warrant Agreement • August 28th, 2000 • Video Network Communications Inc • Telegraph & other message communications
Exhibit 2.1 STOCK PURCHASE AGREEMENT dated May 16, 2002Stock Purchase Agreement • May 28th, 2002 • Video Network Communications Inc • Telephone & telegraph apparatus • New York
EMPLOYMENT AND CONSULTING AGREEMENT THIS EMPLOYMENT AND CONSULTING AGREEMENT (the "Agreement") is entered into as of the 13th day of July, 1998, by and between Objective Communications, Inc., a Delaware corporation (the "Corporation" or "Employer"),...Employment Agreement • February 16th, 1999 • Objective Communications Inc • Telegraph & other message communications • Delaware
SENIOR NOTESenior Note • March 31st, 1999 • Objective Communications Inc • Telegraph & other message communications
RECITALSPurchase and Subscription Agreement • October 23rd, 2003 • Talkpoint Communications Inc • Telephone & telegraph apparatus • New York
RECITALSStrategic Alliance and Marketing Agreement • March 31st, 1999 • Objective Communications Inc • Telegraph & other message communications • Virginia
February 20, 2003 Dear Frank Joanlanne:Employment Agreement • April 11th, 2003 • Video Network Communications Inc • Telephone & telegraph apparatus • New York
This Letter Agreement will confirm our offer of employment with Video Network Communications, Inc. (the “Company”) on the following terms and conditions:
OFPurchase Option Agreement • June 7th, 1999 • Objective Communications Inc • Telegraph & other message communications • New York
Accounts" means all accounts, as defined in the UCC, now owned or hereafter acquired by the Grantor, including, without limitation, all of the Grantor's rights to payment for goods sold or leased or services performed by the Grantor, whether now in...Security Agreement • October 23rd, 2003 • Talkpoint Communications Inc • Telephone & telegraph apparatus • New York
EXECUTION COPY SECURITY AGREEMENT SECURITY AGREEMENT dated as of August 13, 2003 (as amended, supplemented or otherwise modified, renewed or replaced from time to time, the "Security Agreement") between TALKPOINT COMMUNICATIONS INC. (formerly Video...Security Agreement • August 18th, 2003 • Talkpoint Communications Inc • Telephone & telegraph apparatus • New York
888 Seventh Avenue New York, New York 10019 (212) 974-5700Consulting Agreement • January 29th, 1997 • Objective Communications Inc • New York
ARTICLE I PURCHASE AND SALEAsset Purchase Agreement • February 21st, 2003 • Video Network Communications Inc • Telephone & telegraph apparatus • New York
1 EXHIBIT 4.0 VIDEO NETWORK COMMUNICATIONS, INC. AGENCY AGREEMENTAgency Agreement • August 28th, 2000 • Video Network Communications Inc • Telegraph & other message communications • New York
ARTICLE I. DEFINITIONSDistribution Agreement • October 23rd, 2003 • Talkpoint Communications Inc • Telephone & telegraph apparatus • New York
ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE BORROWERSecured Credit Agreement • August 18th, 2003 • Talkpoint Communications Inc • Telephone & telegraph apparatus • New York
