REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 20th, 2004 • Axesstel Inc • Communications equipment, nec • New York
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, by and between the Purchaser and the Company (the “Securities Purchase Agreement”), and pursuant to the Note and the Warrant referred to therein.
ContractCommon Stock Purchase Warrant • May 24th, 2004 • Axesstel Inc • Communications equipment, 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 WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO AXESSTEL, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
JOINT FILING AGREEMENTJoint Filing Agreement • December 8th, 2005 • Axesstel Inc • Communications equipment, nec
This Agreement may be executed in separate counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
AXESSTEL, INC. SECURITIES PURCHASE AGREEMENT August 18, 2004Securities Purchase Agreement • August 20th, 2004 • Axesstel Inc • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is made and entered into as of August 18, 2004, by and between AXESSTEL, INC., a Nevada corporation (the “Company”), and Laurus Master Fund, Ltd., a Cayman Islands company (the “Purchaser”).
AXESSTEL, INC.Stock Option Agreement • November 15th, 2006 • Axesstel Inc • Communications equipment, nec • California
Unless otherwise defined herein, the terms defined in the Axesstel, Inc. 2004 Equity Incentive Plan shall have the same defined meanings in this Option Agreement.
AXESSTEL, INC. 9,723,880 Shares Common Stock UNDERWRITING AGREEMENT Dated February 24, 2005Underwriting Agreement • May 16th, 2005 • Axesstel Inc • Communications equipment, nec • New York
Axesstel, Inc., a Nevada corporation (the “Company”), proposes to issue and sell 4,000,000 shares (the “Company Firm Shares”) of the Company’s Common Stock, par value $0.0001 per share (the “Common Stock”), and the stockholders of the Company named in Schedule A hereto (the “Selling Stockholders”) propose to sell an aggregate of 4,455,548 shares (the “Selling Stockholder Firm Shares”) of Common Stock, in each case to you and to the several other underwriters named in Schedule B hereto (collectively, the “Underwriters”) for whom you are acting as representatives. The Company and Mike H.P. Kwon, the Company’s Chairman and Chief Executive Officer (the “Principal Selling Stockholder”), also propose to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 1,268,332 additional shares (the “Additional Shares”) of Common Stock as set forth below. The Company Firm Shares and the Selling Stockholder Firm Shares are herein collectively called the “Fi
ContractAxesstel Inc • February 4th, 2005 • Communications equipment, nec • California
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO SUCH SECURITIES UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE CORPORATION THAT SUCH REGISTRATION IS NOT REQUIRED.
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 29th, 2004 • Axesstel Inc • Communications equipment, nec • Nevada
THIS INDEMNIFICATION AGREEMENT is made and entered into as of the th day of , 2004 (the “Agreement”), by and between Axesstel, Inc., a Nevada corporation (the “Company”), and (the “Indemnitee”), with reference to the following facts:
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 4th, 2005 • Axesstel Inc • Communications equipment, nec • California
This Stock Purchase Agreement (this “Agreement”) is entered into as of the date set forth on the signature page hereof by and between Axesstel, Inc., a Nevada corporation (the “Issuer”), and ComVentures V, L.P., ComVentures V-B CEO Fund, L.P. and ComVentures V Entrepreneurs’ Fund, L.P., each a Delaware limited partnership (collectively the “Investor”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in Section 9.1.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 1st, 2012 • Axesstel Inc • Communications equipment, nec • Nevada
This LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of September 25, 2012 (the “Effective Date”) is between SILICON VALLEY BANK, a California corporation (“Bank”), and AXESSTEL, INC. a Nevada corporation (“Borrower”), and provides the terms on which Bank shall lend to Borrower, and Borrower shall repay Bank. The parties agree as follows:
CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE COMMISSION. [***] SYMBOLIZES LANGUAGE OMITTED PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT. Amendment to Subscriber Unit License Agreement and DMSS...Subscriber Unit License Agreement • February 22nd, 2005 • Axesstel Inc • Communications equipment, nec
QUALCOMM Incorporated (“QUALCOMM”), a Delaware corporation, and Axesstel, Inc. (“Axesstel” or “LICENSEE”), a California corporation, hereby agree to amend the following agreements between the Parties (i) that certain Subscriber Unit License Agreement dated November 14, 2000, as amended (collectively, the “License Agreement”); (ii) that certain DMSS5100 Software Agreement dated December 5, 2002, as amended (the “DMSS5100 Agreement”); and (ii) that certain DMSS5010 Software Agreement dated November 26, 2003 (the “DMSS5010 Agreement”) as follows:
AXESSTEL, INC. SECURITY AGREEMENTSecurity Agreement • August 20th, 2004 • Axesstel Inc • Communications equipment, nec • New York
Liquid Loan Contract for Small Businesses Bank of Communications Co. , Ltd.Axesstel Inc • May 14th, 2013 • Communications equipment, nec
Whereas, the Borrower desires to apply for a liquid loan from the Lender. By mutual agreement, the Borrower and the Lender hereby enter into this Contract to enumerate each Party’s rights and obligations.
ContractConvertible Term Note • August 20th, 2004 • Axesstel Inc • Communications equipment, nec • New York
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF 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 AXESSTEL, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractStock Option Agreement • October 29th, 2004 • Axesstel Inc • Communications equipment, nec • California
THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAVE NOT BEEN QUALIFIED WITH THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO SUCH QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102, OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON SUCH QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.
Executive Employment AgreementExecutive Employment Agreement • November 15th, 2004 • Axesstel Inc • Communications equipment, nec • California
This Executive Employment Agreement (“Agreement”) is entered into this 9th day of November, 2004 by and between Axesstel, Inc. (“Axesstel” or the “Company”) and Mike H.P. Kwon (“Executive”). The parties hereto agree as follows:
EXECUTIVE SEVERANCE COMPENSATION AGREEMENTExecutive Severance Compensation Agreement • February 26th, 2010 • Axesstel Inc • Communications equipment, nec • California
This Executive Severance Compensation Agreement (“Agreement”) is made and entered into as of February 26, 2010 by and between Stephen Sek (“Executive”) and Axesstel, Inc., a Nevada corporation (“Axesstel”), with reference to the following facts:
ContractStock Option Agreement • October 29th, 2004 • Axesstel Inc • Communications equipment, nec • California
THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAVE NOT BEEN QUALIFIED WITH THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO SUCH QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102, OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON SUCH QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.
RELEASERelease • November 10th, 2004 • Axesstel Inc • Communications equipment, nec • California
THIS RELEASE, dated as of November 4, 2004 (this “Agreement”), is made and entered into by , an individual (“Employee”), in favor of Axesstel, Inc., a Nevada corporation (the “Company”), with reference to the following facts:
This is a translation of the original Korean language Lease Agreement) LEASE AGREEMENTLease Agreement • August 15th, 2005 • Axesstel Inc • Communications equipment, nec
This Lease Agreement (hereinafter referred to as the “Agreement”) is made and entered into by and between TBK Electronics Corp. (hereinafter referred to as the “Lessor” and Axesstel R&D Center Co., Ltd. (hereinafter referred to as the “Lessee”).
AXESSTEL, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 11th, 2012 • Axesstel Inc • Communications equipment, nec • California
This Executive Employment Agreement (the “Agreement”) is made and entered into as of June 7, 2012, by and between Axesstel, Inc. a Nevada corporation (“Axesstel”), and Stephen Sek, an individual (“Sek”), with respect to the following facts:
DMSS5010 Software AgreementSoftware Agreement • October 29th, 2004 • Axesstel Inc • Communications equipment, nec • California
This DMSS5010 Software Agreement (the “Agreement”) is entered into as of November 26, 2003 (the “Effective Date”), by and between QUALCOMM Incorporated, a Delaware corporation (“QUALCOMM”) and Axesstel, Inc., a California corporation (“LICENSEE”).
STANDARD OFFICE LEASE - MODIFIED (Base year. Lessee pays utilities and janitorial)Standard Office Lease • April 19th, 2004 • Axesstel Inc • Communications equipment, nec
AMSS6500 SOFTWARE AGREEMENTAmss6500 Software Agreement • October 29th, 2004 • Axesstel Inc • Communications equipment, nec • California
This AMSS6500 Software Agreement (the “Agreement”) is entered into as of April 11, 2004, (the “Effective Date”), by and between QUALCOMM Incorporated, a Delaware corporation (“QUALCOMM”) and Axesstel, Inc., a California corporation (“LICENSEE”).
ContractAxesstel Inc • March 31st, 2005 • Communications equipment, nec • California
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO SUCH SECURITIES UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE CORPORATION THAT SUCH REGISTRATION IS NOT REQUIRED.
AXESSTEL, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 11th, 2012 • Axesstel Inc • Communications equipment, nec • California
This Executive Employment Agreement (the “Agreement”) is made and entered into as of June 7, 2012, by and between Axesstel, Inc. a Nevada corporation (“Axesstel”), and Patrick Gray, an individual (“Gray”), with respect to the following facts:
COMPONENT SUPPLY AGREEMENTComponent Supply Agreement • October 29th, 2004 • Axesstel Inc • Communications equipment, nec • California
This Components Supply Agreement (the “Agreement”) is entered into effective as of February 28, 2001 (the “Effective Date”), by and between QUALCOMM CDMA Technologies Asia-Pacific PTE LTD, a Singapore corporation (“QCTAP”) and Axesstel Incorporated, a California corporation (“Buyer”), with respect to the following facts:
AXESSTEL, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 11th, 2012 • Axesstel Inc • Communications equipment, nec • California
This Executive Employment Agreement (the “Agreement”) is made and entered into as of June 7, 2012, by and between Axesstel, Inc. a Nevada corporation (“Axesstel”), and Henrik Hoeffner, an individual (“Hoeffner”), with respect to the following facts:
SUBSCRIBER UNIT LICENSE AGREEMENTLicense Agreement • August 16th, 2004 • Axesstel Inc • Communications equipment, nec • California
This Subscriber Unit License Agreement (the “Agreement”) is entered into on November 14, 2000 by and between QUALCOMM Incorporated, a Delaware Corporation, and Axesstel, Inc., a California corporation, with respect to the following facts:
ACW-P1900 & AXW-P1900 SUPPLY AGREEMENTSupply Agreement • August 16th, 2004 • Axesstel Inc • Communications equipment, nec
TeleCard Limited, having it’s registered office at World Trade Centre 75-East Blue Area, Fazul-ul-Haq road, Islamabad, Pakistan and Corporate office at World Trade Centre, 10 Khyaban-e-Roomi, Clifton, Karachi, Pakistan (hereinafter referred to as “TeleCard”)
EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2006 • Axesstel Inc • Communications equipment, nec • California
This Employment Agreement (“Agreement”) is made and entered into as of May 16, 2006 by and between Marvin Tseu (“Tseu”) and Axesstel, Inc., a Nevada corporation (“Axesstel”), with respect to the following facts:
FIRST AMENDMENT TO CORPORATE COMBINATION AGREEMENTCorporate Combination Agreement • October 13th, 2004 • Axesstel Inc • Communications equipment, nec • California
THIS FIRST AMENDMENT TO CORPORATE COMBINATION AGREEMENT DATED JULY 16, 2002 (this “Amendment”) is entered into as of this 22 day of August, 2002 by and between Miracom Industries, Inc., a Nevada corporation (“Miracom”), and Axesstel, Inc., a California corporation (“Axesstel”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Agreement.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • June 15th, 2011 • Axesstel Inc • Communications equipment, nec • California
This Separation Agreement and General Release (“Agreement”) is made and entered into as of June 9, 2011 by and between Jai Bhagat (“Bhagat”) and Axesstel, Inc., a Nevada corporation (“Axesstel”), with respect to the following facts:
SECURITY AGREEMENT: RIGHTS TO PAYMENTSecurity Agreement • November 15th, 2004 • Axesstel Inc • Communications equipment, nec • Nevada
FORBEARANCE AND SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 2nd, 2013 • Axesstel Inc • Communications equipment, nec • California
This FORBEARANCE AND SECOND AMENDMENT to Loan and Security Agreement (this “Agreement”) is entered into as of November 25, 2013, by and between SILICON VALLEY BANK (“Bank”) and AXESSTEL, INC., a Nevada corporation (“Borrower”).
