REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 19th, 2005 • Villageedocs Inc • Services-business services, nec • New York
THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of 13th day of April, 2005 by and among VILLAGEEDOCS, a corporation organized and existing under the laws of the State of California ("VillageEDOCS" or the "Company"), and Barron Partners L.P., a Delaware limited partnership (hereinafter referred to as the "Investor"). Unless defined otherwise, capitalized terms herein shall have the identical meaning as in the Note Purchase Agreement.
STOCK PURCHASE AGREEMENT BY AND AMONG VILLAGEEDOCS ACQUISITION CORP. PHOENIX FORMS, INC. AND ITS SHAREHOLDERS Effective April 1, 2005Stock Purchase Agreement • April 19th, 2005 • Villageedocs Inc • Services-business services, nec
THIS STOCK PURCHASE AGREEMENT, is made effective as of April 1, 2005 (the "Agreement"), is by and among VILLAGEEDOCS ACQUISITION CORP., a Florida corporation (the "Purchaser"), and a wholly-owned subsidiary of VillageEDOCS, a California corporation ("VillageEDOCS"), PHOENIX FORMS, INC., a Georgia corporation (the "Company"), each of Alexander Riess and William R. Falcon (together, the "Shareholders"). Each of the Purchaser, the Company and the Shareholders is a "Party" and, collectively, they are the "Parties."
EMPLOYMENT AGREEMENTEmployment Agreement • April 19th, 2005 • Villageedocs Inc • Services-business services, nec • Georgia
This Employment Agreement (this "Agreement") is made as of April 1, 2005 (the "Effective Date") by PHOENIX FORMS, INC., a Georgia corporation (the "Employer"), and ALEXANDER RIESS, an individual resident in the State of Georgia (the "Employee").
RELEASE OF CLAIMSRelease of Claims • April 19th, 2005 • Villageedocs Inc • Services-business services, nec
The parties to this Release of Claims (the "AGREEMENT") are PHOENIX FORMS, INC., a Georgia corporation, together with any and all of its affiliates and subsidiaries ("Phoenix"), and Alexander Riess ("Riess"), an individual residing in Gwinnett County, Georgia. The Agreement shall have an Effective Date as of April 1, 2005 (the "Effective Date").
NOTE PURCHASE AGREEMENT BETWEENNote Purchase Agreement • April 19th, 2005 • Villageedocs Inc • Services-business services, nec • New York
This NOTE PURCHASE AGREEMENT (the "Agreement") is made and entered into as of the 13th day of April, 2005 between VILLAGEEDOCS, a corporation organized and existing under the laws of the State of California (the "Company") and BARRON PARTNERS LP, a Delaware limited partnership ("Investor").
ContractConvertible Note • April 19th, 2005 • Villageedocs Inc • Services-business services, nec • New York
THIS NOTE AND THE SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO VILLAGEEDOCS THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractCommon Stock Purchase Warrant • April 19th, 2005 • Villageedocs Inc • Services-business services, nec
THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY STATE SECURITIES LAWS AND NEITHER SUCH SHARES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE 1933 ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR (2) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE 1933 ACT.
ContractStock Purchase Warrant • April 19th, 2005 • Villageedocs Inc • Services-business services, nec
THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY STATE SECURITIES LAWS AND NEITHER SUCH SHARES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE 1933 ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR (2) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE 1933 ACT.
RELEASE OF CLAIMSRelease of Claims • April 19th, 2005 • Villageedocs Inc • Services-business services, nec
The parties to this Release of Claims (the "AGREEMENT") are PHOENIX FORMS, INC., a Georgia corporation, together with any and all of its affiliates and subsidiaries ("Phoenix"), and WILLIAM R. FALCON ("Falcon"), an individual residing in Gwinnett County, Georgia. The Agreement shall have an Effective Date as of April 1, 2005 (the "Effective Date").
