RECITALSAsset Purchase Agreement • September 12th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
OPTION AGREEMENTIncentive Stock Option Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec
WARRANT TO PURCHASE COMMON STOCK of VIDEOLAN TECHNOLOGIES, INC.Warrant Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec
EXHIBIT "C" REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT ("Registration Rights Agreement"), entered into as of October 17, 1996 by and between (the "Purchaser"), and VIDEOLAN TECHNOLOGIES, INC., a Delaware corporation with offices...Registration Rights Agreement • November 14th, 1996 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • New York
andRights Agreement • January 29th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Delaware
Exhibit 10.24 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT ("Agreement") dated as of the 1st day of June, 1996, is entered into by and between VIDEOLAN TECHNOLOGIES, INC., a Delaware corporation (the "Company") and JACQUES O. DE LABRY (the...Consulting Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT, dated as of September 27, 1996, by and among VIDEOLAN TECHNOLOGIES, INC., a Delaware corporation (the "Company"), and JACK SHIRMAN (the "Executive"). W I T N E S S E T H: WHEREAS the Company desires to...Employment Agreement • November 14th, 1996 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
Exhibit 10.28 OPTION AGREEMENT THIS OPTION AGREEMENT (this "Agreement") is made as of the 14th day of June 1996, by and between VIDEOLAN TECHNOLOGIES, INC., a Delaware corporation (the "Company") and JACQUES O. DE LABRY (the "Optionee"). WHEREAS,...Option Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
Exhibit 10.34 CONSULTING AGREEMENT This is a Consulting Agreement ("Consulting Agreement") dated as of August 5, 1996, between Video Network Services, Inc. ("Video Network"), a New York corporation, and VideoLan Technologies, Inc. ("VideoLan"), a...Consulting Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
Exhibit 10.36 STOCK OPTION AGREEMENT dated as of August 28, 1995 between VideoLan Technologies, Inc., a Delaware corporation with its principal office at 10101 Linn Station Road, Suite 620, Louisville, Kentucky 40223 (hereinafter called the...Stock Option Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Delaware
Exhibit 10.47 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT ("Registration Rights Agreement"), entered into as of November 26, 1996 by and between RIC INVESTMENT FUND LTD. with offices at...Registration Rights Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • New York
Exhibit 10.33 VideoLan Technologies, Inc. DIRECTOR OPTION AGREEMENT Non- Qualified Stock Option Name of Optionee ("Optionee"): ____________ Social Security No.: _________ Date of Grant: ________ No. of Shares: _____ Exercise per Share: $____ By...Director Option Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec
Exhibit 10.29 OPTION AGREEMENT THIS OPTION AGREEMENT (this "Agreement") is made as of the 14th day of June 1996, by and between VIDEOLAN TECHNOLOGIES, INC., a Delaware corporation (the "Company") and QUEST ENTERPRISES, INC., a New York corporation...Option Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
Exhibit 10.19 STOCK OPTION AGREEMENT dated as of August 28, 1995 between VideoLan Technologies, Inc., a Delaware corporation with its principal office at 10101 Linn Station Road, Suite 620, Louisville, Kentucky 40223 (hereinafter called the...Stock Option Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Delaware
Exhibit 10.45 REGISTRATION RIGHTS AGREEMENT This Agreement dated as of November 15, 1996 is entered into by and among VIDEOLAN TECHNOLOGIES, INC., a Delaware corporation (the "Company"), and GOODBODY INTERNATIONAL, INC. ("Goodbody"). WHEREAS, the...Registration Rights Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
Exhibit 10.35 OPTION AGREEMENT THIS OPTION AGREEMENT (this "Agreement") is made as of the 5th day of August 1996, by and between VIDEOLAN TECHNOLOGIES, INC., a Delaware corporation (the "Company") and VIDEO NETWORKS, INC., a New York corporation (the...Option Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
Exhibit 10.50 EXECUTIVE SEVERANCE AGREEMENT This Executive Severance Agreement dated as of the 14th day of February, 1997 (the "Agreement") is made by and between VideoLan Technologies, Inc., a Delaware corporation (the "Company"), and Jack Shirman...Executive Severance Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
Exhibit 10.43 WARRANT AGREEMENT WARRANT AGREEMENT dated as of October 17, 1996, between VideoLan Technologies, Inc., a Delaware corporation (the "Company"), and First Bermuda Securities Limited ("First Bermuda"). WHEREAS, the Company proposes to issue...Warrant Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Delaware
1. Purchase and Sale of Securities Upon the basis of the representations and warranties, and subject to the terms and conditions, set forth in this Agreement, the Company covenants and agrees to sell to the Buyer on the Closing Date (as hereinafter...Securities Purchase Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Delaware
Execution Copy THE SECURITIES DESCRIBED IN THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF CERTAIN STATES, AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR...Securities Purchase Agreement • November 14th, 1996 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Delaware
LEASELease • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec
EXHIBIT 10.4Employment Agreement • November 13th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
Exhibit 10.23 L E A S E 1. PARTIES: CORPORATE BUSINESS CONNECTION, INC., a Massachusetts corporation duly organized and existing according to law, with a principal place of business at 221 East Main Street, Milford, Massachusetts, hereinafter referred...Lease Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec
Exhibit 10.30 PIGGYBACK REGISTRATION RIGHTS AGREEMENT This Agreement dated as of June 14, 1996 is entered into by and among VIDEOLAN TECHNOLOGIES, INC., a Delaware corporation (the "Company"), and QUEST ENTER PRISES, INC., a __________ corporation...Piggyback Registration Rights Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
EXHIBIT 10.5Employment Agreement • November 13th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Delaware
Exhibit 10.49 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this "Agreement") is made and entered into as of January 23, 1997 (the "Effective Date"), by and between VIDEOLAN TECHNOLOGIES, INC., a Delaware corporation (the "Company") and JACK...Stock Option Agreement • March 28th, 1997 • Videolan Technologies Inc /De/ • Computer peripheral equipment, nec • Kentucky
