Exhibit 10.5 ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT is made and entered into as of the 11th day of December, 2001 by and among BEACON MARKETING SERVICES, INC., a Maine corporation ("Beacon") and DANMARK, INC....Assignment and Assumption Agreement • January 18th, 2002 • Infotopia Inc • Medicinal chemicals & botanical products
BILL OF SALEInfotopia Inc • January 18th, 2002 • Medicinal chemicals & botanical products
Exhibit 10.1 November 6, 2001 Vitaquest International, Inc. 8 Henderson Drive West Caldwell, New Jersey 07006 Attn: Keith Frankel, President/CEO Re: Proposed Transactions between Infotopia, Inc. and Vitaquest International, Inc. Dear Mr. Frankel: This...Infotopia Inc • January 18th, 2002 • Medicinal chemicals & botanical products
Exhibit 10.7 SECURITY AGREEMENT THIS SECURITY AGREEMENT (the "Agreement") is made this 20th day of December by and between TRENDIRECT MARKETING, INC. ("TRENDIRECT") a Delaware corporation having an address at 3635 Canfield Boardman Drive, Canfield, OH...Security Agreement • January 18th, 2002 • Infotopia Inc • Medicinal chemicals & botanical products • New Jersey
Exhibit 10.8 SECURITY AGREEMENT THIS SECURITY AGREEMENT (the "Agreement") is made this 20th day of December by and between INFOTOPIA, INC. ("INFOTOPIA") a Nevada corporation having an address at 3635 Boardman Canfield Drive, Canfield, Ohio, 44406 and...Security Agreement • January 18th, 2002 • Infotopia Inc • Medicinal chemicals & botanical products • New Jersey
Exhibit 10.9 UNCONDITIONAL GUARANTYUnconditional Guaranty • January 18th, 2002 • Infotopia Inc • Medicinal chemicals & botanical products
To induce VITAQUEST to make, extend or renew loans, advances, credit, or other financial accommodations to or for the benefit of Borrower, to consent to the assignment by Guarantor to Borrower of Guarantor's rights and liabilities under that certain letter of intent dated November 6, 2001, as amended, among Borrower, Guarantor and VITAQUEST (the "LOI"), and in consideration of loans, advances, credit, or other financial accommodations made, extended or renewed to or for the benefit of Borrower, Guarantor hereby absolutely, irrevocably and unconditionally guarantees to VITAQUEST and its successors, assigns and affiliates the timely payment and performance of all liabilities and obligations of Borrower to VITAQUEST and its affiliates, including, but not limited to, all obligations under any notes, loan agreements, security agreements, letters of credit, swap agreements (as defined in 11 U.S. Code Section 101), instruments, accounts receivable, contracts, drafts, leases, chattel paper, in
Exhibit 10.2 December 10, 2001 Vitaquest International, Inc. 8 Henderson Drive West Caldwell, NJ 07006 Attn: Keith Frankel, President/CEO Re: Infotopia, Inc./Vitaquest International, Inc. Dear Mr. Frankel: In connection with the Letter of Intent dated...Infotopia Inc • January 18th, 2002 • Medicinal chemicals & botanical products
