FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 3rd, 2006 • Pacificnet Inc • Communications equipment, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 28, 2006, among Pacificnet, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
FORM OF VOTING AGREEMENTVoting Agreement • November 3rd, 2006 • Pacificnet Inc • Communications equipment, nec
This letter will confirm my agreement to vote all shares of Pacificnet, Inc. (“PACT”) voting stock over which I have voting control in favor of any resolution presented to the shareholders of PACT to approve the issuance, in the aggregate, of more than 19.999% of the number of shares of common stock of PACT outstanding on date of closing pursuant to that certain Securities Purchase Agreement, dated February __ 2006, among PACT and the purchasers signatory thereto (the “Purchase Agreement”) and the other agreements entered into in connection therewith or as otherwise may be required by the applicable rules and regulations of the Nasdaq National Market (or any successor entity). This agreement is given in consideration of and as a condition to enter into such Securities Purchase Agreement and is not revocable by me.
Re: Securities Purchase Agreement dated February 28, 2006 (the “Agreement”) by and among, Pacificnet, Inc., a Delaware corporation (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and collectively referred to as the “Purchasers”)Lock-Up Agreement • November 3rd, 2006 • Pacificnet Inc • Communications equipment, nec • New York
This letter agreement may not be amended or otherwise modified in any respect without the written consent of each of the Company, the Purchasers and the undersigned. This letter agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the principles of conflicts of laws. The undersigned hereby irrevocably submit to the exclusive jurisdiction of the state and federal courts sitting in the City of New York, Borough of Manhattan, for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby or discussed herein, and hereby irrevocably waive, and agree not to assert in any suit, action or proceeding, any claim that it is not personally subject to the jurisdiction of any such court, or that such suit, action or proceeding is improper. The undersigned hereby irrevocably waives personal service of process and consents to process being served in any such suit, action or proceeding by r
