Exhibit 99.3 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of July 15, 2005 by and between TELEPLUS ENTERPRISES, INC., a Nevada corporation (the "Company"), and CORNELL CAPITAL PARTNERS, LP, a Delaware...Registration Rights Agreement • July 19th, 2005 • Teleplus Enterprises Inc • Retail-miscellaneous retail • New Jersey
Exhibit 99.12 ESCROW AGREEMENT ---------------- THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of July 15, 2005 TELEPLUS ENTERPRISES, INC., a Nevada corporation (the "Company"); the Buyer(s) listed on the Securities Purchase...Escrow Agreement • July 19th, 2005 • Teleplus Enterprises Inc • Retail-miscellaneous retail • New Jersey
Exhibit 99.2 SECURITIES PURCHASE AGREEMENT ----------------------------- THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of July 15, 2005, by and among TELEPLUS ENTERPRISES, INC., a Nevada corporation (the "Company"), and the Buyers...Securities Purchase Agreement • July 19th, 2005 • Teleplus Enterprises Inc • Retail-miscellaneous retail • New Jersey
Exhibit 99.4 SECURITY AGREEMENT ------------------ THIS SECURITY AGREEMENT (the "Agreement"), is entered into and made effective as of July 15, 2005, by and between TELEPLUS ENTERPRISES, INC., a Nevada corporation with its principal place of business...Security Agreement • July 19th, 2005 • Teleplus Enterprises Inc • Retail-miscellaneous retail • New Jersey
Exhibit 99.6 TELEPLUS ENTERPRISES, INC. PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • July 19th, 2005 • Teleplus Enterprises Inc • Retail-miscellaneous retail • New Jersey
Exhibit 99.5 INVESTOR REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of July 15, 2005, by and among TELEPLUS ENTERPRISES, INC., a Nevada corporation (the "Company"), and the undersigned investors listed...Investor Registration Rights Agreement • July 19th, 2005 • Teleplus Enterprises Inc • Retail-miscellaneous retail • New Jersey
Exhibit 99.1 STANDBY EQUITY DISTRIBUTION AGREEMENT THIS AGREEMENT dated as of the 15th day of July 2005 (the "Agreement") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and TELEPLUS ENTERPRISES, INC., a...Standby Equity Distribution Agreement • July 19th, 2005 • Teleplus Enterprises Inc • Retail-miscellaneous retail • New Jersey
RECITALS: ---------Pledge and Escrow Agreement • July 19th, 2005 • Teleplus Enterprises Inc • Retail-miscellaneous retail • New Jersey
Exhibit 99.15 SUBSIDIARY SECURITY AGREEMENT ----------------------------- THIS SUBSIDIARY SECURITY AGREEMENT (the "Agreement"), is entered into and made effective as of July 15, 2005, by and between TELEPLUS CONNECT CORP., an Ontario corporation (the...Subsidiary Security Agreement • July 19th, 2005 • Teleplus Enterprises Inc • Retail-miscellaneous retail • New Jersey
