EXHIBIT 1.1 DATAWAVE SYSTEMS INC. UNDERWRITING AGREEMENTUnderwriting Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses • California
EXHIBIT 10.10 AGREEMENT AND PLAN OF MERGER (Forward Triangular Merger) THIS AGREEMENT EXECUTED THE 25TH DAY OF MARCH, 1998 (the "Execution Date"). AMONG: AMIR HESHMATPOUR, Businessman, of Redmond, Washington, USA; and KATHY HESHMATPOUR, Businesswoman,...Agreement and Plan of Merger • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses
THIS LICENSE AGREEMENT dated for reference the 31 day of March, 1998. -- BETWEEN:License Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses • British Columbia
EXHIBIT 10.15 SHARE PURCHASE AGREEMENT THIS AGREEMENT MADE EFFECTIVE AS OF THE 10th DAY OF JUNE, 1997 (the "Effective Date"). BETWEEN: PAUL CROOKS 149 Pretoria Avenue, Ottawa, Ontario, K1S 1X1 ("Crooks") AND: BRETT LLOYD #583, 101 - 1001 West Broadway...Share Purchase Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses
AMONGShareholders' Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses • Ontario
ESCROW AGREEMENT ---------------- THIS AGREEMENT dated for reference the 16th day of November, 1993, is made BETWEEN: MONTREAL TRUST COMPANY OF CANADA, of 2nd Floor, 510 Burrard Street, Vancouver, B.C. V6C 3B9 (the "Escrow Agent") AND: C.R. PROVINI...Escrow Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses • British Columbia
EXHIBIT 10.3 DATAWAVE SYSTEMS INC. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "AGREEMENT") is entered into as of the ___ day of ________, 1998 between DataWave Systems Inc., a corporation organized under the laws of British Columbia, Canada...Employment Agreement • July 23rd, 1998 • Datawave Systems Inc • Radiotelephone communications • British Columbia
EXHIBIT 10.4 DataWave Systems Inc. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "AGREEMENT") is entered into as of the ___ day of _______, 1998 between DataWave Systems Inc., a corporation organized under the laws of British Columbia, Canada...Employment Agreement • July 23rd, 1998 • Datawave Systems Inc • Radiotelephone communications • British Columbia
SECTION 1. LOANS ----------------Loan and Security Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses • Colorado
EXHIBIT 10.22 VOLUNTARY POOLING AGREEMENT --------------------------- THIS AGREEMENT is made effective as of the ___ day of , . BETWEEN:Pooling Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses
EXHIBIT 10.16 HEADS OF AGREEMENT ------------------ THIS AGREEMENT MADE AS OF THE 1st DAY OF MARCH, 1998 (the "Effective Date"). BETWEEN: DATAWAVE SYSTEMS INC., a corporation incorporated under the laws of --------------------- British Columbia having...Heads of Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses
EXHIBIT 10.19 ASSET PURCHASE AGREEMENT ------------------------ THIS AGREEMENT MADE EFFECTIVE AS OF THE 1ST DAY OF JANUARY, 1997 (the "Effective Date"), EXECUTED THIS 16TH DAY OF JANUARY, 1997 (the "Execution Date"). BETWEEN: INTERURBAIN...Asset Purchase Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses
COMMON SHARES VOID AFTER WITHOUT PAR VALUE JUNE 2, 2000. SHARE PURCHASE WARRANT ---------------------- DATAWAVE SYSTEMS, INC. --------------------- (the "Company") This is to certify that, for value received, ____________________________ (the "Warrant...Datawave Systems Inc • July 23rd, 1998 • Radiotelephone communications
INDEMNITY AGREEMENTIndemnity Agreement • July 14th, 2004 • Datawave Systems Inc • Radiotelephone communications • British Columbia
DATAWAVE SYSTEMS INC.., a corporation incorporated under the laws of the Province of British Columbia and having an office at 101 West 5th Avenue, Vancouver, British Columbia, V5Y 4A5
RECITALSFund Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses • New York
LEASELease • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses
EXHIBIT 10.23 ACKNOWLEDGEMENT AND AGREEMENT TO BE BOUND TO: Vancouver Stock Exchange 609 Granville Street Vancouver, British Columbia V7Y 1H1 I acknowledge that: (a) (" ") has entered into an agreement with under which escrow shares of DataWave...Acknowledgement and Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 22nd, 2006 • Datawave Systems Inc • Radiotelephone communications • New York
REGISTRATION RIGHTS AGREEMENT, dated as of December 21, 2005, by and between Datawave Systems Inc., a Delaware corporation (the “Company”), Sigma Opportunity Fund, LLC, a Delaware limited liability company (the “Rightsholder”), and, solely for purposes of Section 3 and the last sentence of Section 4(a)(i) hereof, Integrated Technologies & Systems Ltd., a British Virgin Islands company (“IT&S”).
EXHIBIT 10.13 AT&T INDEPENDENT PRIVATE PAYPHONE OWNER COMMISSION AGREEMENT This Agreement is entered into between AT&T Corporation. (hereinafter "AT&T") and Metro Phone Telecommunications, Inc. an independent private payphone owner (hereinafter "IPP...Commission Agreement • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses • New York
MERGER BREAK-UP AND MUTUAL RELEASE AGREEMENTMerger Break-Up and Mutual Release Agreement • March 9th, 2005 • Datawave Systems Inc • Radiotelephone communications • Delaware
THIS MERGER BREAK-UP AND MUTUAL RELEASE AGREEMENT (“Agreement”) is entered into as of the 1st day of February, 2005 (the “Effective Date”), by and between Integrated Data Corp. (“IDC”) and DataWave Systems Inc. (“DataWave”), both Delaware corporations (collectively, the “Parties”).
THIS STOCK OPTION AGREEMENT dated for reference the ________ day of ____________________, 2005. BETWEEN:Stock Option Agreement • June 29th, 2005 • Datawave Systems Inc • Radiotelephone communications • Delaware
DATAWAVE SYSTEMS INC., a Delaware company, having an office at 13575 Commerce Parkway, Suite 110, Richmond, British Columbia, Canada, V6V 2L1
AS LESSORS AND DATAWAVE VENDING (CANADA) INC. AS LESSEE LEASE AGREEMENT FOR: 101 WEST 5TH AVENUE, VANCOUVER, B.C.Indenture of Lease • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses • British Columbia
INDEMNITY AGREEMENTIndemnity Agreement • June 29th, 2005 • Datawave Systems Inc • Radiotelephone communications • British Columbia
DATAWAVE SYSTEMS INC.., a corporation incorporated under the laws of the Province of British Columbia and having an office at 101 West 5th Avenue, Vancouver, British Columbia, V5Y 4A5
COMMON SHARES VOID AFTER WITHOUT PAR VALUE JULY 31, 1999. SHARE PURCHASE WARRANT ---------------------- DATAWAVE SYSTEMS INC. --------------------- (the "Company") This is to certify that, for value received, ______________________________ (the...Datawave Systems Inc • June 4th, 1998 • Retail-catalog & mail-order houses
ARVC CONTRACT FOR TELEPHONE SERVICESArvc Contract for Telephone Services • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses • Virginia
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 19th, 2006 • Datawave Systems Inc • Radiotelephone communications • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated September 15, 2006 (the “Execution Date”), is entered into by and among INCOMM HOLDINGS, INC., a Georgia corporation (“Parent”), DATAWAVE ACQUISITION, INC., a Delaware corporation (“Merger Sub”), and DATAWAVE SYSTEMS INC., a Delaware corporation (the “Company”). Parent, Merger Sub and the Company are each referred to as a “Party” and are collectively referred to as the “Parties.”
AGREEMENT AND PLAN OF MERGER dated as of June 2, 2004 by and between INTEGRATED DATA CORP., INTEGRATED DATA CORP. ACQUISITION, INC. and DATAWAVE SYSTEMS, INC. AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 4th, 2004 • Datawave Systems Inc • Radiotelephone communications • Delaware
Common Shares Void after Without Par Value May 16, 1999. SHARE PURCHASE WARRANT ----------------------Share Purchase • June 4th, 1998 • Datawave Systems Inc • Retail-catalog & mail-order houses
EMPLOYMENT AGREEMENTEmployment Agreement • June 29th, 2005 • Datawave Systems Inc • Radiotelephone communications • New Jersey
THIS AGREEMENT is made as of January 31, 2005, between DataWave Systems, Inc., a Delaware Corporation (the “Corporation”), and Joshua Emanuel (the “Employee”).
