Yupi Internet Inc – VALUE-ADDED LINK AGREEMENT (April 7th, 2000)EXHIBIT 10.07 CONFIDENTIAL ================================================================================ VALUE-ADDED LINK AGREEMENT by and between ALTAVISTA EQUIPMENT CORPORATION and YUPI INTERNET INC. ================================================================================ -------------------------------------------------------------------------------- Date: July 20, 1999 -------------------------------------------------------------------------------- CONFIDENTIAL - 2 - ALTAVISTA VALUE ADDED LINK AGREEMENT THIS AL
Yupi Internet Inc – STOCK INCENTIVE PLAN (April 7th, 2000)EXHIBIT 10.01 YUPI INTERNET, INC. STOCK INCENTIVE PLAN SECTION 1. PURPOSE The purpose of this Plan is to promote the interests of the Company by providing the opportunity to purchase Shares or to receive compensation which is based upon appreciation in the value of Shares to Employees and Key Persons in order to attract and retain Employees and Key Persons by providing an incentive to work to increase the value of Shares and a stake in the future of the Company which corresponds to the stake of each of the Company's shareholders. The Plan provides for the grant of Incentive Stock Options, Non-Qualified Stock Options, Restricted Stock Awards and Stock Appreciation Rights to aid the Company in obtaining these goals. SECTION 2.
Yupi Internet Inc – ARTICLES OF INCORPORATION (April 7th, 2000)EXHIBIT 3.02 FOURTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF YUPI INTERNET INC. ARTICLE I NAME The name of this corporation shall be Yupi Internet Inc. (hereinafter the "CORPORATION"). ARTICLE II PURPOSES The Corporation may engage in any activity or business permitted under the laws of the United States and of the State of Florida. ARTICLE III AUTHORIZED SHARES The total number of shares of all classes of stock which the Corporation shall have authority to issue is 305,000,000, consisting of (i) 300,000,000 shares of Common Stock, $.0001 par
Yupi Internet Inc – EMPLOYMENT AGREEMENT (March 29th, 2000)EXHIBIT 10.22 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement") is entered into as of this 1st day of July, 1999 (the "Effective Date"), by and between Yupi Internet Inc., a Florida corporation (the "Company"), and Oscar Coen (the "Executive"). WHEREAS, the Company desires to employ the Executive, and the Executive desires to be employed by the Company, on the terms and conditions set forth herein; and WHEREAS, the board of directors of the Company (the "Board") has approved and authorized the entry into this Agreement with the Executive. NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the parties hereto agree as follows: 1. EMPLOYMENT AGREEMENT. On the terms and conditions set forth i
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (March 29th, 2000)EXHIBIT 10.26 UNSECURED PROMISSORY NOTE $45,000 Miami Beach, Florida January 31, 2000 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Five Thousand dollars ($45,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty Eight Thousand Six Hundred dollars ($48,600), lawful money of the United States of America is due on January 31, 2001. This note shall be repayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all requi
Yupi Internet Inc – AMENDMENT NO. 1 TO STOCK OPTION GRANT CERTIFICATE (March 29th, 2000)EXHIBIT 10.28 AMENDMENT NO. 1 TO STOCK OPTION GRANT CERTIFICATE This Amendment No. 1 (the "AMENDMENT") dated as of __________, 2000 is to that certain Stock Option Grant Certificate Number ___ (the "OPTION AGREEMENT") granted to the undersigned (the "OPTIONHOLDER") by Yupi Internet Inc., a Florida corporation (the "COMPANY"), pursuant to the Company's Stock Option Plan (the "PLAN"). WHEREAS, the Company and the Optionholder desire to amend certain terms of the Option Agreement; and WHEREAS, Section 13 of the Plan provides that terms of the Option Agreement may not be modified, amended or canceled without the written consent of the Optionholder. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows: 1. AMENDMENT OF OPTION
Yupi Internet Inc – AMENDMENT NO. 1 TO STOCK OPTION GRANT CERTIFICATE (March 29th, 2000)EXHIBIT 10.27 AMENDMENT NO. 1 TO STOCK OPTION GRANT CERTIFICATE This Amendment No. 1 (the "AMENDMENT") dated as of __________, 2000 is to that certain Stock Option Grant Certificate Number ___ (the "OPTION AGREEMENT") granted to the undersigned (the "OPTIONHOLDER") by Yupi Internet Inc., a Florida corporation (the "COMPANY"), pursuant to the Company's Stock Option Plan (the "PLAN"). WHEREAS, the Company and the Optionholder desire to amend certain terms of the Option Agreement; and WHEREAS, Section 13 of the Plan provides that terms of the Option Agreement may not be modified, amended or canceled without the written consent of the Optionholder. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows: 1. AMENDMENT OF OPTION
Yupi Internet Inc – EMPLOYMENT AGREEMENT (March 29th, 2000)EXHIBIT 10.24 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement") is entered into as of this 1st day of July, 1999 (the "Effective Date"), by and between Yupi Internet Inc., a Florida corporation (the "Company"), and Carlos Cardona (the "Executive"). WHEREAS, the Company desires to employ the Executive, and the Executive desires to be employed by the Company, on the terms and conditions set forth herein; and WHEREAS, the board of directors of the Company (the "Board") has approved and authorized the entry into this Agreement with the Executive. NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the parties hereto agree as follows: 1. EMPLOYMENT AGREEMENT. On the terms and conditions set for
Yupi Internet Inc – EMPLOYMENT AGREEMENT (March 29th, 2000)EXHIBIT 10.25 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement") is entered into as of this 1st day of July, 1999 (the "Effective Date"), by and between Yupi Internet Inc., a Florida corporation (the "Company"), and Jacqueline O'Brien (the "Executive"). WHEREAS, the Company desires to employ the Executive, and the Executive desires to be employed by the Company, on the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the parties hereto agree as follows: 1. EMPLOYMENT AGREEMENT. On the terms and conditions set forth in this Agreement, the Company agrees to employ the Executive and the Executive agrees to be employed by the Company for the Employment Term set f
Yupi Internet Inc – EMPLOYMENT AGREEMENT (March 29th, 2000)EXHIBIT 10.23 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement") is entered into as of this 1st day of July, 1999 (the "Effective Date"), by and between Yupi Internet Inc., a Florida corporation (the "Company"), and Marlena Delgado (the "Executive"). WHEREAS, the Company desires to employ the Executive, and the Executive desires to be employed by the Company, on the terms and conditions set forth herein; and WHEREAS, the board of directors of the Company (the "Board") has approved and authorized the entry into this Agreement with the Executive. NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the parties hereto agree as follows: 1. EMPLOYMENT AGREEMENT. On the terms and conditions set fo
Yupi Internet Inc – 2000 STOCK OPTION AND INCENTIVE PLAN (March 7th, 2000)EXHIBIT 10.20 YUPI INTERNET INC. 2000 STOCK OPTION AND INCENTIVE PLAN 1. PURPOSE AND ELIGIBILITY The purpose of this 2000 Stock Option and Incentive Plan (the "PLAN") of Yupi Internet Inc. (the "COMPANY") is to provide stock options and other equity interests in the Company (each an "AWARD") to employees, officers, directors, consultants and advisors of the Company and its Subsidiaries, all of whom are eligible to receive Awards under the Plan. Any person to whom an Award has been granted under the Plan is called a "PARTICIPANT". Additional definitions are contained in Section 8. 2. ADMINISTRATION A. ADMINISTRATION BY BOARD OF DIRECTORS. The Plan will be administered by the Board of Directors of the Company (the "BOARD"). The Board, in its sole discretion, shall have the authority to grant and amend Awards, to adopt, amend and repe
Yupi Internet Inc – ARTICLES OF INCORPORATION (March 7th, 2000)EXHIBIT 3.02 FOURTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF YUPI INTERNET INC. ARTICLE I NAME The name of this corporation shall be YUPI INTERNET INC. (hereinafter the "CORPORATION"). ARTICLE II PURPOSES The Corporation may engage in any activity or business permitted under the laws of the United States and of the State of Florida. ARTICLE III AUTHORIZED SHARES The total number of shares of all classes of stock which the Corporation shall have authority to issue is 305,000,000, consisting of (i) 300,000,000 shares of Common Stock, $.0001 par
Yupi Internet Inc – AMENDED AND RESTATED STOCK INCENTIVE PLAN (March 7th, 2000)EXHIBIT 10.01 YUPI INTERNET, INC. AMENDED AND RESTATED STOCK INCENTIVE PLAN SECTION 1. PURPOSE The purpose of this Plan is to promote the interests of the Company by providing the opportunity to purchase Shares or to receive compensation which is based upon appreciation in the value of Shares to Employees and Key Persons in order to attract and retain Employees and Key Persons by providing an incentive to work to increase the value of Shares and a stake in the future of the Company which corresponds to the stake of each of the Company's shareholders. The Plan provides for the grant of Incentive Stock Options, Non-Qualified Stock Options, Restricted Stock Awards and Stock Appreciation Rights to aid the Company in obtaining these goals. SECTION 2.
Yupi Internet Inc – ARTICLES OF INCORPORATION (March 7th, 2000)EXHIBIT 3.01 THIRD AMENDED AND RESTATED ARTICLES OF INCORPORATION OF YUPI INTERNET INC. In accordance with Section 607.1007 of the Florida Business Corporation Act, the Florida Statutes, as hereafter amended and modified (the "FBCA"), the Board of Directors of YUPI INTERNET INC., a Florida corporation (the "CORPORATION"), hereby amends and restates in its entirety the Articles of Incorporation of the Corporation as follows: ARTICLE I. NAME ---- The name of the Corporation is: YUPI INTERNET INC. ARTICLE II. PRINCIPAL ADDRESS -----------------
Yupi Internet Inc – 2000 EMPLOYEE STOCK PURCHASE PLAN (March 7th, 2000)EXHIBIT 10.21 YUPI INTERNET INC. 2000 EMPLOYEE STOCK PURCHASE PLAN ARTICLE 1 - PURPOSE. This 2000 Employee Stock Purchase Plan (the "PLAN") is intended to encourage stock ownership by all eligible employees of Yupi Internet Inc., a Florida corporation (the "COMPANY"), and its participating subsidiaries (as defined in Article 17) so that they may share in the growth of the Company by acquiring or increasing their proprietary interest in the Company. The Plan is designed to encourage eligible employees to remain in the employ of the Company and its participating subsidiaries. The Plan is intended to constitute an "employee stock purchase plan" within the meaning of Section 423(b) of the Internal Revenue Code of 1986, as amended (the "CODE"). ARTICLE 2 - ADMINISTRATION OF THE PLAN. The Plan may be administered by a committee appointed by the Board o
Yupi Internet Inc – PROMISSORY NOTE (February 23rd, 2000)EXHIBIT 10.18 PROMISSORY NOTE US $4,000,000.00 As of August 6, 1999 FOR VALUE RECEIVED, the undersigned, Yupi Internet Inc., a Florida corporation ("Maker"), hereby promises to pay to the order of Planificacion y Estrategia de Internet, S.L., a Spanish company ("Lender"), at its principal office at Calle de la Princesa 29, 28008 Madrid, Spain, or at such other place as may be designated from time to time in writing by Lender, the principal sum of Four Million Dollars and 00/100 (US$4,000,000.00) (the "Principal Amount"), less the value of any Claims (as defined in the immediately following paragraph (the Principal Amount, less the value of any Claims, is referred to herein as the "Adjusted Principal Amount"), together with interest in arrears from and including the date hereof on the unpaid principal balance hereunder at the rate of
Yupi Internet Inc – VALUE-ADDED LINK AGREEMENT (February 23rd, 2000)EXHIBIT 10.07 CONFIDENTIAL ================================================================================ VALUE-ADDED LINK AGREEMENT by and between ALTAVISTA EQUIPMENT CORPORATION and YUPI INTERNET INC. ================================================================================ -------------------------------------------------------------------------------- Date: July 20, 1999 -------------------------------------------------------------------------------- CONFIDENTIAL - 2 - ALTAVISTA VALUE ADDED LINK AGREEMENT THIS AL
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.08 UNSECURED PROMISSORY NOTE $40,000 Miami Beach, Florida April 28th, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Thousand dollars ($40,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty three thousand two hundred dollars ($43,200), lawful money of the United States of America is due on April 27th, 2001. This note shall be prepayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all req
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.17 UNSECURED PROMISSORY NOTE $30,000 Miami Beach, Florida December 23, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET, INC. and/or assigns, the principal sum of Thirty Thousand dollars ($30,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest and interest for Thirty Two Thousand Four Hundred dollars ($32,400), lawful money of the United States of America is due on December 23, 2000. This note shall be repayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or prote
Yupi Internet Inc – STANDARD OFFICE LEASE-GROSS (January 18th, 2000)EXHIBIT 10.02 STANDARD OFFICE LEASE-GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION 1. BASIC LEASE PROVISIONS ("Basic Lease Provisions") 1.1. PARTIES: This Lease, dated, for reference purposes only, SEPTEMBER 22, 1999, is made by and between MARINA GLENCOE, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY (herein called "Lessor") and YUPI INTERNET, INC., a Florida corporation doing business under the name of YUPI.COM (herein called "Lessee"). 1.2. PREMISES: Suite Number(s): C-209, located on the SECOND floor(s), consisting of approximately 1942 feet, more or less, as defined in paragraph 2 and as shown on Exhibit "A" hereto (the "Premises"). 1.3. BUILDING: Commonly described as being located at 4223 GLENCOE AVE., in the City of MARINA DEL REY, County of LOS ANGELES, State of California, as more particularly described in Exhibit A hereto, and a
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.15 UNSECURED PROMISSORY NOTE $40,000 Miami Beach, Florida November 30, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Thousand dollars ($40,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty three thousand two hundred dollars ($43,200), lawful money of the United States of America is due on November 30, 2000. This note shall be repayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all requ
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.09 UNSECURED PROMISSORY NOTE $40,000 Miami Beach, Florida April 28th, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Thousand dollars ($40,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty three thousand two hundred dollars ($43,200), lawful money of the United States of America is due on April 27th, 2001. This note shall be prepayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all req
Yupi Internet Inc – LEASE - FACE PAGE (January 18th, 2000)EXHIBIT 10.05 LEASE - FACE PAGE A) LEASE DATE October 11, 1999 B) BUILDING: 1688 Meridian Building 1688 Meridian Avenue Miami Beach, Florida 33139 C) LANDLORD 1688 Partners Ltd. D) ADDRESS OF LANDLORD 1688 Meridian Avenue Miami Beach, Florida 33139 Attn: Management Office and 1111 Lincoln Road, Suite 800 Miami Beach, FL 33139 Attn: David Garfinkle E) TENANT: Yupi Internet, Inc. Fed. Id# 65-0796526 F) ADDRESS OF TENANT 1688 Meridian Avenue
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.13 UNSECURED PROMISSORY NOTE $75,000 Miami Beach, Florida November 24, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Thousand dollars ($75,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty three thousand two hundred dollars ($81,000), lawful money of the United States of America is due on November 24, 2000. This note shall be repayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all requ
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.14 UNSECURED PROMISSORY NOTE $40,000 Miami Beach, Florida November 24, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Thousand dollars ($40,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty three thousand two hundred dollars ($43,200), lawful money of the United States of America is due on November 24, 2000. This note shall be repayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all requ
Yupi Internet Inc – STOCK INCENTIVE PLAN (January 18th, 2000)EXHIBIT 10.01 YUPI INTERNET, INC. STOCK INCENTIVE PLAN SECTION 1. PURPOSE The purpose of this Plan is to promote the interests of the Company by providing the opportunity to purchase Shares or to receive compensation which is based upon appreciation in the value of Shares to Employees and Key Persons in order to attract and retain Employees and Key Persons by providing an incentive to work to increase the value of Shares and a stake in the future of the Company which corresponds to the stake of each of the Company's shareholders. The Plan provides for the grant of Incentive Stock Options, Non-Qualified Stock Options, Restricted Stock Awards and Stock Appreciation Rights to aid the Company in obtaining these goals. SECTION 2.
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.12 UNSECURED PROMISSORY NOTE $20,000 Miami Beach, Florida October 27, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Thousand dollars ($20,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty three thousand two hundred dollars ($21,600), lawful money of the United States of America is due on October 26, 2000. This note shall be repayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all requi
Yupi Internet Inc – LEASE AGREEMENT (January 18th, 2000)EXHIBIT 10.06 LEASE AGREEMENT THIS LEASE AGREEMENT ("Lease") is made as of this 22nd, day of April 1999, by and between South Beach Tristar LLC, a Delaware Limited Liability Company ("Landlord") and Yupi Internet Inc., a Florida corporation ("Tenant"). W I T N E S S E T H : THAT FOR AND IN CONSIDERATION of the mutual covenants and agreements herein contained, the parties herein covenant and agree as follows: I. DEFINITIONS. As used herein, the following terms have the following meanings: (a) "Landlord's Address" means c/o The Continental Real Estate Companies 2665 South Bayshore Drive Miami, Florida 33233 Attention: Ruben Macias or such other address as may be designated in writing by Landlord from time to time. (b) "Tenant's Address" and "Premises" mean 830 Lincoln road, Miami Beach, Florida 33139.
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.16 UNSECURED PROMISSORY NOTE $70,000 Miami Beach, Florida November 30, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Thousand dollars ($70,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty three thousand two hundred dollars ($75,600), lawful money of the United States of America is due on November 30, 2000. This note shall be repayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all requ
Yupi Internet Inc – UNDERWRITING AGREEMENT (January 18th, 2000)EXHIBIT 1.01 [___________] YUPI INTERNET INC. COMMON STOCK, PAR VALUE $.0001 UNDERWRITING AGREEMENT [___________], 2000 CREDIT SUISSE FIRST BOSTON CORPORATION DONALDSON, LUFKIN & JENRETTE SECURITIES CORPORATION BANC OF AMERICA SECURITIES LLC SG COWEN SECURITIES CORPORATION As Representatives of the Several Underwriters, c/o Credit Suisse First Boston Corporation, Eleven Madison Avenue, New York, N.Y. 10010-3629 Dear Sirs: 1. INTRODUCTORY. Yupi Internet Inc., a Florida corporation ("COMPANY"), proposes to issue and sell [_________] shares ("FIRM SECURITIES") of its Common Stock, par value $.0001 per share ("SECURITIES" or "COMMON STOCK"), and also proposes to issue and sell to the Underwriters, at t
Yupi Internet Inc – =============================================================================== = SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT =================== ============================================================= (January 18th, 2000)EXHIBIT 10.03 ================================================================================ SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT ================================================================================ THIS SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is made as of November 5, 1999, by and among YUPI INTERNET INC., a Florida corporation (the "COMPANY"), INTERPRISE TECHNOLOGY PARTNERS, L.P., a Delaware limited partnership ("INTERPRISE"), SONY CORPORATION OF AMERICA ("SONY") and IFX ONLINE, INC., a Delaware corporation ("IFX"), and the Purchasers, as defined in the purchase agreement (the "PURCHASE AGREEMENT"), dated as of the date hereof between the Company and the Purchasers (the "PURCHASERS", and together with Interprise, Sony and IFX, the "INVESTORS"). RECITALS: A. The Company and cert
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.11 UNSECURED PROMISSORY NOTE $40,000 Miami Beach, Florida April 28th, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Thousand dollars ($40,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty three thousand two hundred dollars ($43,200), lawful money of the United States of America is due on April 27th, 2001. This note shall be prepayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all requ
Yupi Internet Inc – UNSECURED PROMISSORY NOTE (January 18th, 2000)EXHIBIT 10.10 UNSECURED PROMISSORY NOTE $40,000 Miami Beach, Florida April 28th, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of YUPI INTERNET INC. and/or assigns, the principal sum of Forty Thousand dollars ($40,000) together with interest at the rate of eight percent (8%) per annum, until maturity, said payment to be in one lump sum of principal and interest for Forty three thousand two hundred dollars ($43,200), lawful money of the United States of America is due on April 27th, 2001. This note shall be prepayable in whole or in part at any time without penalty. This note may not be assumed without the consent of YUPI INTERNET INC. Each maker and endorser severally waives demand, protest and notice of maturity, non-payment or protest and all requ
