ASSET PURCHASE AGREEMENT BY AND AMONG VitalStream Holdings, Inc., PlayStream, Inc., and PlayStream, LLC April 27, 2005Asset Purchase Agreement • May 3rd, 2005 • Vitalstream Holdings Inc • Services-business services, nec • California
This Asset Purchase Agreement (this "Agreement") is entered into as of April 27, 2005, by and among VitalStream Holdings, Inc., a Nevada corporation ("Holdings"), PlayStream, Inc., a Nevada corporation (the "Buyer"; collectively with Holdings, the "Buying Parties"), and PlayStream, LLC, a Washington limited liability company ("PlayStream"). The Buying Parties and PlayStream are referred to collectively herein as the "Parties."
EMPLOYMENT AGREEMENTEmployment Agreement • May 3rd, 2005 • Vitalstream Holdings Inc • Services-business services, nec • Washington
THIS EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of April 27, 2005, by and between PlayStream, Inc., a Nevada corporation (the "Company"), VitalStream Holdings, Inc. ("Parent") and George Grubb (the "Employee").
ContractSecurity Agreement • May 3rd, 2005 • Vitalstream Holdings Inc • Services-business services, nec • California
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 THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES, BUT ANY PLEDGEE SHALL BE SUBJECT TO THE REQUIREMENTS SET FO
April 27, 2005Asset Purchase Agreement • May 3rd, 2005 • Vitalstream Holdings Inc • Services-business services, nec
Reference is hereby made to the Asset Purchase Agreement dated as of April 27, 2005 (the "Purchase Agreement") by and among VitalStream Holdings, Inc., a Nevada corporation ("Holdings"), PlayStream, Inc., a Nevada corporation (the "Buyer"; collectively with Holdings, the "Buying Parties") and PlayStream, LLC, a Washington limited liability company ("PlayStream"). The Buying Parties and PlayStream are referred to collectively herein as the "Parties." Capitalized terms used herein and not defined shall have the meaning ascribed to such terms in the Purchase Agreement. References to Sections set forth herein are references to Sections of the Purchase Agreement.
