1 EXHIBIT 10.3 GOLF ONE INDUSTRIES, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this "AGREEMENT") is made and entered into as of May 31, 1998 by and between Golf One Industries, Inc., a Delaware corporation (the "COMPANY"), and Alfonso J....Employment Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • California
1 Exhibit 10.38 PAYPRO RESOURCES, INC. CLIENT SERVICE AGREEMENT This SERVICE AGREEMENT (this Agreement) is made effective on the 2 DAY OF APRIL 1999 by and between PAYPRO RESOURCES, INC. (PRI), acting by and through its duly authorized officer, and...Service Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • California
1 EXHIBIT 10.14 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this "AGREEMENT") is made and entered into as of the 1st day of November, 1997 by and between Golf One Industries, Inc., a Delaware corporation (the "COMPANY"), and Gary Player...Asset Purchase Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • California
RECITALNote Purchase Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • Delaware
2 3 IN WITNESS WHEROF, this Agreement has been made and entered into as of the date and year above written.Consulting Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • California
1 Exhibit 10.40 MODIFICATION AGREEMENT THIS MODIFICATION AGREEMENT (the "Modification") is made as of the 20th day of September, 1998 by and between Golf One Industries, Inc., a Delaware corporation, ("Golf One"), and Norman A. Kunin ("Consultant"),...Modification Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts
AGREEMENT AMONGAgreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • Ohio
1 EXHIBIT 10.33 UNIT PURCHASE AGREEMENT This Unit Purchase Agreement (this "AGREEMENT") is made and entered into as of ____________________, 1996, by and between Golf One Industries, Inc., a Delaware corporation (the "COMPANY"), and the Purchaser...Unit Purchase Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • California
2 3 IN WITNESS WHEREOF, the parties have duly executed this Agreement on the dates entered below after their respective signatures.Consulting Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • Ohio
1 EXHIBIT 10.16 AMENDMENT NO. 2 TO ASSET PURCHASE AGREEMENT This Amendment No. 2 to Asset Purchase Agreement (this "AMENDMENT") is made and entered into as of the __th day of July, 1998 by and between Golf One Industries, Inc., a Delaware corporation...Asset Purchase Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts
1 EXHIBIT 10.15 AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT This Amendment No. 1 to Asset Purchase Agreement (this "AMENDMENT") is made and entered into as of the 13th day of March, 1998 by and between Golf One Industries, Inc., a Delaware corporation...Asset Purchase Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts
1 Exhibit 10.6 STANDARD SUBLEASE American Industrial Real Estate Association 1. PARTIES. This Sublease, dated, for reference purposes only, January 20, 1995, is made by and between Comstream Corporation, a California Corporation (herein called...Gary Player Direct Inc • December 7th, 1999 • Watches, clocks, clockwork operated devices/parts
RECITALSIndemnification Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • Delaware
ARTICLE IEmployment Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • Colorado
1 Exhibit 10.39 CONSULTING AGREEMENT THIS AGREEMENT is made as of the 1st day of November, 1997 by and between Golf One Industries, Inc, a Delaware corporation, ("Golf One"), and Norman A. Kunin whose address is 154 Abbey Road, Santa Maria, California...Consulting Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • California
1 EXHIBIT 10.19 WSE LICENSE AGREEMENT This Agreement (this "AGREEMENT") is made and entered into as of the 1st day of November, 1997 by and between World Services Establishment, a Liechtensein corporation ("WSE"), and Gary Player Group, Inc., a...Wse License Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • California
1 EXHIBIT 10.17 AMENDMENT NO. 3 TO ASSET PURCHASE AGREEMENT This Amendment No. 3 to Asset Purchase Agreement (this "AMENDMENT") is made and entered into as of the 28th day of August, 1998 by and between Golf One Industries, Inc., a Delaware...Asset Purchase Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts
Exhibit 10.37 March 25, 1999 Mr. Jeffrey R. Leach Stone Pine Investment Banking, LLC 410 Seventeenth Street, Suite 400 Denver, Colorado 80202 Dear Mr. Leach: Pursuant to our agreement, the following sets forth the modification of the Agreement dated...Gary Player Direct Inc • December 7th, 1999 • Watches, clocks, clockwork operated devices/parts
1 Exhibit 10.20 PLAYER LICENSE AGREEMENT This Agreement (this "AGREEMENT") is made and entered into as of the 1st day of November, 1997 by and between Gary Player ("PLAYER"), an individual, and Gary Player Group, Inc., a Florida corporation ("GPG"),...Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • California
1 Exhibit 10.41 EXTENSION AND MODIFICATION AGREEMENT THIS EXTENSION AND MODIFICATION AGREEMENT (the "Extension and Modification") is made as of the 22nd day of February, 1999 by and between Golf One Industries, Inc., a Delaware corporation, ("Golf...Extension and Modification Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts
1 Exhibit 10.32 FIRST AMENDMENT TO CONSULTING AGREEMENT THIS AMENDMENT ("Amendment") is made this day of February, 1999 between Golf One Industries, Inc., a Delaware corporation (the "Corporation") and James A. Capwill ("Consultant"). WHEREAS, on or...Consulting Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts
1 EXHIBIT 10.28 Please read this document carefully! After you thoroughly read and understand the agreement, please initial at the end of the asterisked (*) paragraphs, sign and return via fax to Novus. Signing this document is your acceptance of the...Gary Player Direct Inc • December 7th, 1999 • Watches, clocks, clockwork operated devices/parts
BY AND AMONGDirect Marketing Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • Florida
November 11, 1999 VIA FACSIMILE: 561-624-0304 Mr. Marc B. Player Gary Player Group, Inc. 3930 RCA Boulevard Suite 3001 Palm Beach, Florida 33410 RE: AMENDMENT TO DIRECT MARKETING AGREEMENT Dear Marc: This letter relates to the letter amendment dated...Gary Player Direct Inc • December 7th, 1999 • Watches, clocks, clockwork operated devices/parts
Exhibit 10.21 CARDSERVICE INTERNATIONAL MERCHANT AGREEMENT This Agreement ("Agreement") is entered into by and between the undersigned MERCHANT ("Merchant"), FIRST NATIONAL BANK OF CENTRAL FLORIDA, in Longwood, Florida, FDIC insured ("Acquirer")...Merchant Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • California
LOAN AGREEMENTLoan Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • New Jersey
1 EXHIBIT 4.3 SPECIMEN NEITHER THESE WARRANTS NOR THE COMMON STOCK ISSUABLE UPON THEIR EXERCISE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR ANY APPLICABLE STATE SECURITIES LAWS BY REASON OF EXEMPTIONS FROM THE...Gary Player Direct Inc • December 7th, 1999 • Watches, clocks, clockwork operated devices/parts
1 EXHIBIT 10.18 AMENDMENT NO. 4 TO ASSET PURCHASE AGREEMENT This Amendment No. 4 to Asset Purchase Agreement (this "AMENDMENT") is made and entered into as of the 2nd day of March, 1999 by and between Golf One Industries, Inc., a Delaware corporation...Asset Purchase Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts
1 Exhibit 10.36 [THE STONE PINE COMPANIES LETTERHEAD] October 22, 1998 Mr. Alfonso J. Cervantes, Jr. President Golf One Industries, Inc. 2811 Airpark Drive Santa Maria, CA 93455 Dear Mr. Cervantes, We are pleased to set forth in this agreement (the...Gary Player Direct Inc • December 7th, 1999 • Watches, clocks, clockwork operated devices/parts
December 16, 1998 GARY PLAYER DIRECT 2811 AIRPARK DRIVE SANTA MARIA, CA 93455 When executed by both you, Gary Player Direct and us, Tradewell Inc., this letter will constitute our agreement as follows: 1. You hereby sell to us and we hereby purchase...Gary Player Direct Inc • December 7th, 1999 • Watches, clocks, clockwork operated devices/parts
1 Exhibit 10.42 SECOND EXTENSION AND MODIFICATION AGREEMENT THIS SECOND EXTENSION AND MODIFICATION AGREEMENT (the "Second Extension and Modification") is made as of the 6th day of July, 1999 by and between Gary Player Direct, Inc., a Delaware...Extension and Modification Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts
1 EXHIBIT 10.23 NOTE PURCHASE AGREEMENT THIS AGREEMENT ("Agreement") is made this 12 day of February, 1999 between Golf One Industries, Inc., a Delaware corporation (the "Company") and Capital Fund Leasing, LLC, an Ohio limited liability company (the...Note Purchase Agreement • December 7th, 1999 • Gary Player Direct Inc • Watches, clocks, clockwork operated devices/parts • Delaware
Leased Premises: Approximately 3,424 SQFT rentable square feet of office space located on the SECOND floor of the Building and commonly known as Suite #210, as outlined on the Floor Plan attached hereto as Exhibit "B". Permitted Use: General Office...Gary Player Direct Inc • December 7th, 1999 • Watches, clocks, clockwork operated devices/parts
