EXHIBIT 1.1 MUSICMAKER.COM, INC. [8,400,000] Shares Common Stock ($.01 par value) Form of Underwriting AgreementUnderwriting Agreement • July 2nd, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • New York
ANDWarrant Agreement • July 2nd, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • New York
EXHIBIT 10.18 NOTE PURCHASE AGREEMENT ----------------------- AGREEMENT (this "Agreement"), dated as of June 23, 1999, between Rho Management Trust I (the "Purchaser") and musicmaker.com, Inc., a Delaware corporation (the "Company"). W I T N E S S E T...Note Purchase Agreement • July 2nd, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • Delaware
EXHIBIT 10.19 DEMAND PROMISSORY NOTE ----------------------Musicmaker Com Inc • July 2nd, 1999 • Retail-catalog & mail-order houses
This Note is the Note defined in that certain Note Purchase Agreement, dated as of June 23, 1999, between Borrower and Lender, as the same may be amended from time to time (the "Note Agreement"), and is governed by the terms thereof. Each capitalized term not otherwise defined herein shall have the meaning set forth in the Note Agreement.
