EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
RECITALSRestricted Stock Agreement • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.5 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT, dated as of May 12, 1999, is entered into between SANTA MONICA BANK, a California banking corporation ("SMB"), on the one hand, and INTERVISUAL BOOKS, INC., a California...Loan and Security Agreement • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
1 EXHIBIT 10.1 "IT IS UNLAWFUL TO CONSUMMATE A SALE OR TRANSFER OF THIS SECURITY, OR ANY INTEREST THEREIN, OR TO RECEIVE ANY CONSIDERATION THEREFOR, WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA,...Subordination Agreement • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
RECITALSIntellectual Property Security Agreement • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing
RECITALSVoting Agreement • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.4 SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT ("AGREEMENT") dated as of May 13, 1999, is entered into by and among SANTA MONICA BANK, a California banking corporation ("SENIOR LENDER"), as LENDER under the Senior Loan Agreement...Subordination Agreement • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
