AMONGPurchase Agreement • October 27th, 1999 • Emerge Interactive Inc • Delaware
1 EXHIBIT 1.2 STANDBY STOCK PURCHASE AGREEMENT BY AND BETWEEN SAFEGUARD SCIENTIFICS, INC.Stock Purchase Agreement • February 1st, 2000 • Emerge Interactive Inc • Services-business services, nec • Pennsylvania
1 EXHIBIT 10.10 ASSET PURCHASE AGREEMENT PRIVATE THIS ASSET PURCHASE AGREEMENT (THIS "AGREEMENT") IS DATED AS OF JANUARY 15, 1999 BY AND AMONG EMERGE VISION SYSTEMS, INC. (FORMERLY ENHANCED VISION SYSTEMS, INC.), A DELAWARE CORPORATION ("SELLER"), AND...Asset Purchase Agreement • October 27th, 1999 • Emerge Interactive Inc • Florida
1- 2 1.2. Certain Excluded Transfers. The provisions of Articles 1 and 2 of this Agreement shall not apply to the transfer of shares by a Stockholder which are not Restricted Shares (as defined in the Purchase Agreement) to a Permitted Transferee,...Stockholders Agreement • December 10th, 1999 • Emerge Interactive Inc • Services-business services, nec • Pennsylvania
2 3 9. Nothing in this Agreement shall be deemed to constitute the parties hereto joint venturers, partners or participants in an unincorporated business or other separate entity.Administrative Services Agreement • October 27th, 1999 • Emerge Interactive Inc
BACKGROUNDRegistration Rights Agreement • October 27th, 1999 • Emerge Interactive Inc • Delaware
BACKGROUND ----------Registration Rights Agreement • December 10th, 1999 • Emerge Interactive Inc • Services-business services, nec • Pennsylvania
RECITALSRegistration Rights Agreement • October 12th, 2001 • Emerge Interactive Inc • Services-business services, nec • Delaware
BACKGROUNDStockholders' Agreement • October 27th, 1999 • Emerge Interactive Inc • Delaware
1 Exhibit 10.30 eMerge Interactive, Inc. Securities Purchase Agreement October 27, 1999 Table of ContentsSecurities Purchase Agreement • December 10th, 1999 • Emerge Interactive Inc • Services-business services, nec • Pennsylvania
2 3 references in this Agreement to the Registration Statement, the Rule 462 Registration Statement, a preliminary prospectus, the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the...Underwriting Agreement • January 28th, 2000 • Emerge Interactive Inc • Services-business services, nec • New York
TERM NOTEEmerge Interactive Inc • December 10th, 1999 • Services-business services, nec
RECITALSInvestment Agreement • October 12th, 2001 • Emerge Interactive Inc • Services-business services, nec • Delaware
LeaseLease • March 28th, 2003 • Emerge Interactive Inc • Services-business services, nec • Florida
RECITALSExclusive License Agreement • January 10th, 2000 • Emerge Interactive Inc • Services-business services, nec • Iowa
TERM NOTEEmerge Interactive Inc • February 1st, 2000 • Services-business services, nec
term NOTEEmerge Interactive Inc • October 27th, 1999
ContractEmerge Interactive Inc • January 31st, 2005 • Services-business services, nec
NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 25th, 2004 • Emerge Interactive Inc • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 22, 2004, among eMerge Interactive, Inc., a Delaware corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).
BACKGROUNDAgreement of Sublease • January 10th, 2000 • Emerge Interactive Inc • Services-business services, nec
WITNESSETH:Processing Agreement • January 28th, 2000 • Emerge Interactive Inc • Services-business services, nec • Illinois
BACKGROUNDPurchase and License Agreement • October 27th, 1999 • Emerge Interactive Inc • Florida
1 2 (i) a default in the payment by the Borrower to the Lender of principal or interest under this Note as and when the same shall become due and payable;Emerge Interactive Inc • February 1st, 2000 • Services-business services, nec
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 25th, 2004 • Emerge Interactive Inc • Services-business services, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 22, 2004, by and among eMerge Interactive, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).
1 EXHIBIT 2.1 AGREEMENT FOR THE PURCHASE AND SALE OF ASSETS, DATED APRIL 20, 2000 AGREEMENT FOR THE PURCHASE AND SALE OF ASSETSPurchase and Sale • May 5th, 2000 • Emerge Interactive Inc • Services-business services, nec • Kentucky
JOINDER AND CORRECTION TO STOCKHOLDERS' AND REGISTRATION RIGHTS AGREEMENTStockholders' and Registration Rights Agreement • October 27th, 1999 • Emerge Interactive Inc
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 8th, 2004 • Emerge Interactive Inc • Services-business services, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 2, 2004, by and among eMerge Interactive, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).
COMMON STOCK PURCHASE WARRANT To Purchase 200,000 Shares of Common Stock of eMerge Interactive, Inc.Common Stock Purchase Warrant • February 1st, 2006 • Emerge Interactive Inc • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) CERTIFIES that, for value received, (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 January 27, 2006 (the “Initial Exercise Date”) and on or prior to the close of business on January 27, 2011 (the “Termination Date”) but not thereafter, to subscribe for and purchase from eMerge Interactive Inc., a corporation incorporated in Delaware (the “Company”), up to 200,000 shares (the “Warrant Shares”) of Common Stock, par value $0.008 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $0.36, subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein. Capitalized terms used and not otherwise defined herein shall have the meanings set fo
1 EXHIBIT 10.16 COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (the "Agreement") is made and entered into as of the 6th day of August, 1999, by and between TURNKEY COMPUTER SYSTEMS, INC., a Texas corporation (the "Company") and...Common Stock Purchase Agreement • October 27th, 1999 • Emerge Interactive Inc • Texas
AMENDMENT NO. 1 TO INVESTMENT AGREEMENTInvestment Agreement • October 12th, 2001 • Emerge Interactive Inc • Services-business services, nec • Delaware
ANDFinancing Agreement • November 14th, 2001 • Emerge Interactive Inc • Services-business services, nec • Georgia
COOPERATIVE RESEARCH AND DEVELOPMENT AGREEMENT No. 58-3K95-M-764 betweenCooperative Research and Development Agreement • January 10th, 2000 • Emerge Interactive Inc • Services-business services, nec
COMMON STOCK PURCHASE WARRANT To Purchase 802,568 Shares of Common Stock of eMerge Interactive, Inc.Common Stock Purchase Warrant • December 22nd, 2003 • Emerge Interactive Inc • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) CERTIFIES that, for value received, The Biegert Family Irrevocable Trust, dated June 11, 1998 (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 November 20, 2003 (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from eMerge Interactive Inc., a corporation incorporated in Delaware (the “Company”), up to 802,568 shares (the “Warrant Shares”) of Common Stock, par value $0.008 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $0.98, subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided h
DEMAND NOTEEmerge Interactive Inc • October 27th, 1999
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 31st, 2005 • Emerge Interactive Inc • Services-business services, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 27, 2005, by and among eMerge Interactive, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).
