SouthPeak Interactive, Sales Representative AgreementSales Representative Agreement • May 14th, 2008 • SouthPeak Interactive CORP • Services-prepackaged software • Virginia
This Agreement ("Agreement") is made and entered into as of July 21, 2006, by and between SouthPeak Interactive LLC., ("Publisher"), a Virginia Corporation, with an address of 2900 Polo Parkway, Suite 104, Midlothian, VA 23113 U.S.A., and Phillips Sales, Inc.("Representative"), a corporation, with an address of 2900 Polo Parkway, Suite 200, Midlothian,VA 23113
LOAN AGREEMENT BY AND BETWEEN SOUTHPEAK INTERACTIVE, L.L.C., SOUTHPEAK INTERACTIVE LIMITED AND SUNTRUST BANK December 16, 2005Loan Agreement • May 14th, 2008 • SouthPeak Interactive CORP • Services-prepackaged software • Virginia
THIS AGREEMENT, made, entered into and effective as of December 16, 2005, by and between SOUTHPEAK INTERACTIVE, L.L.C., a Virginia limited liability company (“SouthPeak”), SOUTHPEAK INTERACTIVE LIMITED, a United Kingdom limited company (“SouthPeak-UK”), jointly and severally (SouthPeak and SouthPeak-UK shall be referred to herein collectively or individually, whether one or more in number, as the “Borrower”), and SUNTRUST BANK (the “Lender”), recites and provides as follows:
ContractSecured Term Note • May 14th, 2008 • SouthPeak Interactive CORP • Services-prepackaged software • Virginia
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO SOUTHPEAK INTERACTIVE, L.L.C., THAT SUCH REGISTRATION IS NOT REQUIRED.
LOCK-UP AGREEMENT May 12, 2008Lock-Up Agreement • May 14th, 2008 • SouthPeak Interactive CORP • Services-prepackaged software
In connection with the Purchase Agreement (“Agreement”), dated May 12, 2008 by and among SouthPeak Interactive Corporation, a Delaware corporation and formerly known as Global Services Partners Acquisition Corp. (the “Company”), SouthPeak Interactive, LLC, a Virginia limited liability company (the “SouthPeak”), and the investors set forth on the signature pages affixed thereto (the “Investors”), and to induce the Investors to enter into the Agreement and consummate the transactions contemplated thereby, the undersigned agrees to, neither directly nor indirectly, during the “Restricted Period” (as hereinafter defined):
