THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS...Pipeline Data Inc • September 24th, 2004 • Services-business services, nec • New York
CONSULTING AGREEMENTConsulting Agreement • December 30th, 1999 • Pipeline Data Inc • Services-advertising • New York
ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this "agreement") is made and entered into as of the 18th day of May 2004 (the "Effective Date"), by and between MILLENNIUM MERCHANT SERVICES, INC. and Kent Stiritz, (the "Sellers") and PIPELINE...Asset Purchase Agreement • June 8th, 2004 • Pipeline Data Inc • Services-business services, nec • Kent
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 30th, 2006 • Pipeline Data Inc • Services-business services, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 29, 2006, between Pipeline Data Inc., a Delaware corporation (the “Company”), and the purchasers signatory hereto (the “Purchasers”, and each a “Purchaser”).
SECUREPAY.COM, INC. SECURITY AGREEMENT August 31, , 2004 To: Laurus Master Fund, Ltd. c/o M&C Corporate Services Limited P.O. Box 1234 GT Ugland House South Church Street Grand Cayman, Cayman Islands Gentlemen: 1. To secure the payment of all...Security Agreement • April 11th, 2005 • Pipeline Data Inc • Services-business services, nec • New York
EXECUTION VERSION THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON...Pipeline Data Inc • March 3rd, 2004 • Services-business services, nec • New York
REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of August 31, 2004, by and between PIPELINE DATA INC., a Delaware corporation (the "Company"), and Laurus Master Fund, Ltd. (the...Registration Rights Agreement • April 11th, 2005 • Pipeline Data Inc • Services-business services, nec • New York
REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of August 31, 2004, by and between PIPELINE DATA INC., a Delaware corporation (the "Company"), and Laurus Master Fund, Ltd. (the...Registration Rights Agreement • September 24th, 2004 • Pipeline Data Inc • Services-business services, nec • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS...Pipeline Data Inc • June 24th, 2005 • Services-business services, nec • New York
Exhibit 10.2 MANAGEMENT AGREEMENTManagement Agreement • August 20th, 1999 • Pipeline Data Inc • Services-advertising • New York
STOCK PLEDGE AGREEMENT STOCK PLEDGE AGREEMENT dated this 31st day of August , 2004, made by and between Pipeline Data Inc., a Delaware corporation ("Pledgor"), Laurus Master Fund, Ltd., the holder (the "Noteholder") of (i) a Term Note (the "Note") of...Stock Pledge Agreement • April 11th, 2005 • Pipeline Data Inc • Services-business services, nec • New York
PIPELINE DATA, INC. SECURITIES PURCHASE AGREEMENT August 31, 2004Securities Purchase Agreement • September 24th, 2004 • Pipeline Data Inc • Services-business services, nec • New York
COMMON STOCK PURCHASE WARRANT To Purchase 3,600,000 Shares of Common Stock of Pipeline Data Inc.Pipeline Data Inc • August 30th, 2006 • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CAMOFI Master LDC (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 29, 2011, the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Pipeline Data Inc., a Delaware corporation (the “Company”), 3,600,000 shares (the “Warrant Shares”) of Common Stock, $0.001 par value, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ACQUISITION AGREEMENT Acquisition Agreement, made this ____ day of August __, 2002 among: PIPELINE DATA INC. 250 East Hartsdale Avenue, Suite 21 Hartsdale, New York a Delaware corporation (the "Buyer")Acquisition Agreement • December 27th, 2002 • Pipeline Data Inc • Services-advertising • New York
ARTICLE I INTEREST & AMORTIZATIONPipeline Data Inc • September 27th, 2004 • Services-business services, nec • New York
ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this "agreement") is made and entered into as of the 18th day of May 2004 (the "Effective Date"), by and between MILLENNIUM MERCHANT SERVICES, INC. and Kent Stiritz, (the "Sellers") and PIPELINE...Asset Purchase Agreement • June 1st, 2004 • Pipeline Data Inc • Services-business services, nec • Kent
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 10th, 2005 • Pipeline Data Inc • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 30, 2005 between Pipeline Data Inc., a Delaware corporation whose principal place of business is located at 1515 Hancock Street, Suite 301, Quincy, MA 02169 (the “Company”), and each of the Purchaser(s) identified on the signature pages hereto (including its successors and assigns, the “Purchaser(s)”).
SECURITY AGREEMENTSecurity Agreement • August 30th, 2006 • Pipeline Data Inc • Services-business services, nec • New York
SECURITY AGREEMENT, dated as of June 29, 2006 (this “Agreement”), among Pipeline Data Inc., a Delaware corporation (the “Company”) and all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors”) (the Company and Guarantors are collectively referred to as the “Debtors”) and CAMOFI Master LDC, in its capacity as collateral agent (in such capacity, the “Collateral Agent”) under the Purchase Agreement, referred to below, for the benefit of the holder or holders of the Company’s Senior Convertible Secured Notes due June 29, 2010 in the original aggregate principal amount of $37,000,000 (the “Notes”), signatory hereto, their endorsees, transferees and assigns (collectively with the Collateral Agent referred to as, the “Secured Parties”).
ARTICLE IAsset Purchase Agreement • June 1st, 2004 • Pipeline Data Inc • Services-business services, nec • New York
EMPLOYMENT AGREEMENT AGREEMENT made as of the 26th day of August, 2002, by and between PIPELINE DATA INC., a Delaware corporation having offices at 250 East Hartsdale Avenue, Suite 21, Hartsdale, New York (the "Company"), NORTHERN MERCHANT SERVICES,...Employment Agreement • September 3rd, 2002 • Pipeline Data Inc • Services-advertising • New York
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 10th, 2005 • Pipeline Data Inc • Services-business services, nec • New York
SUBSIDIARY GUARANTEE, dated as of September 30, 2005, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, (the “Guarantors”), in favor of the Purchasers signatory (the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Pipeline Data Inc., a Delaware corporation (the “Company”) and the Purchasers.
EXECUTION VERSION PIPELINE DATA INC. SECURITIES PURCHASE AGREEMENT February 27, 2004Securities Purchase Agreement • April 19th, 2004 • Pipeline Data Inc • Services-business services, nec • New York
ARTICLE I INTEREST & AMORTIZATIONPipeline Data Inc • June 24th, 2005 • Services-business services, nec • New York
Exhibit 3.7 Class B Redeemable Warrant Agreement DATE: _________, 1999 PARTIES: Pipeline Data Inc. 250 East Hartsdale Avenue, Suite 21 Hartsdale, NY 10530 Continental Stock Transfer & Trust Company 2 Broadway New York, NY 10004 Recitals: Pipeline Data...Warrant Agreement • October 29th, 1999 • Pipeline Data Inc • Services-advertising • Delaware
Lockup Agreement Whereas, Pipeline Data Inc., a Delaware corporation (the "Buyer"), SecurePay, Incorporated, a Delaware corporation (the "Company") and the Stockholders named on Schedule A hereto (the "Sellers") have entered an Acquisition Agreement,...Lockup Agreement • April 15th, 2002 • Pipeline Data Inc • Services-advertising • New York
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of August 26, 2002, between Pipeline Data Inc., a Delaware corporation (the "Company"), and each of the stockholders of the Company set forth in Exhibit A hereto (the...Registration Rights Agreement • September 3rd, 2002 • Pipeline Data Inc • Services-advertising • New York
SECURITY AGREEMENTSecurity Agreement • April 4th, 2006 • Pipeline Data Inc • Services-business services, nec • New York
SECURITY AGREEMENT, dated as of December 20, 2005 (this “Agreement”), among Pipeline Data Inc., a Delaware corporation (the “Company”) and all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors”) (the Company and Guarantors are collectively referred to as the “Debtors”) and Sheridan Asset Management, LLC, a Delaware limited liability company, the holder of the Company’s Senior Secured Note due December 20, 2006 in the original aggregate principal amount of $15,000,000 (the “Note”), its endorsees, transferees and assigns (collectively referred to as, the “Secured Party”).
RESTRICTED ACCOUNT AGREEMENT This Restricted Account Agreement (this "Agreement") is entered into this 31st day of August, 2004, by and among NORTH FORK BANK, a New York banking corporation with offices at 275 Broadhollow Road, Melville, New York...Restricted Account Agreement • April 11th, 2005 • Pipeline Data Inc • Services-business services, nec • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 30th, 2006 • Pipeline Data Inc • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2006 between Pipeline Data Inc., a Delaware corporation whose principal place of business is located at 1515 Hancock Street, Suite 301, Quincy, MA 02169 (the “Company”), and each of the Purchaser(s) identified on the signature pages hereto (including their successors and assigns, the “Purchaser(s)”).
Exhibit 3.7 CLASS B REDEEMABLE WARRANT AGREEMENT DATE: _________, 1999 PARTIES: Pipeline Data Inc. 250 East Hartsdale Avenue, Suite 21 Hartsdale, NY 10530 American Stock Transfer Company 2 Broadway New York, NY 10004 RECITALS: Pipeline Data Inc., a...Redeemable Warrant Agreement • August 20th, 1999 • Pipeline Data Inc • Services-advertising • Delaware
ARTICLE IAsset Purchase Agreement • June 8th, 2004 • Pipeline Data Inc • Services-business services, nec • New York
SENIOR SUBORDINATED SECURED CONVERTIBLE NOTE DUE SEPTEMBER 30, 2008Pipeline Data Inc • November 10th, 2005 • Services-business services, nec • New York
THIS NOTE is one of a series of duly authorized and issued Secured Convertible Notes of Pipeline Data Inc., a Delaware corporation, having a principal place of business at 1515 Hancock Street, Suite 301, Quincy, MA 02169 (the “Company”), designated as its Senior Subordinated Secured Convertible Notes, due September 30, 2008 (the “Note(s)”).
GUARANTYPipeline Data Inc • September 27th, 2004 • Services-business services, nec • New York
RECITALSSecurity Agreement - Stock Pledge • June 8th, 2004 • Pipeline Data Inc • Services-business services, nec • Delaware
EMPLOYMENT AGREEMENTEmployment Agreement • November 10th, 2005 • Pipeline Data Inc • Services-business services, nec • New York
WHEREAS, the Company, Subsidiary and the Executive wish to set forth the terms and conditions of the Executive’s employment by the Company under the terms of this Agreement effective as of the closing date contemplated by that certain Acquisition Agreement by and among the parties, dated August 26, 2002 (the “Effective Date”).
