Exhibit 99.1 SUBSCRIPTION AGREEMENT Paxton Mining Corporation 400 Burrard Street Suite 1950 Vancouver, British Columbia Canada V6C 3A6 Dear Sirs: Concurrent with execution of this Agreement, the undersigned (the "Purchaser") is purchasing...Subscription Agreement • September 1st, 1999 • Paxton Mining Corp
Exhibit 10.04 SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement"), dated as of June 25, 2002, by and among Universe2U Inc., a Nevada corporation (the "Company"), the subsidiaries of the Company signature hereto, and the secured parties signatory...Security Agreement • July 2nd, 2002 • Universe2u Inc • Non-operating establishments • New York
Exhibit 10.19 EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT made as of the 26th day of July 2000.Executive Employment Agreement • November 14th, 2000 • Universe2u Inc • Non-operating establishments • Ontario
ESCROW AGREEMENTEscrow Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments • Ontario
AGREEMENT ---------Indemnification Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments • Nevada
WHEREAS:Registration Rights Agreement • August 6th, 2001 • Universe2u Inc • Non-operating establishments • Nevada
Exhibit 10.02 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of June 25, 2002, by and among Universe2U Inc., a Nevada corporation, with headquarters located at 30 West Beaver Creek Road, Suite 109, Richmond...Securities Purchase Agreement • July 2nd, 2002 • Universe2u Inc • Non-operating establishments • New York
Exhibit 10.05 GENERAL SECURITY AGREEMENTAgreement • July 29th, 2002 • Universe2u Inc • Non-operating establishments
ARTICLE 1Agreement • July 29th, 2002 • Universe2u Inc • Non-operating establishments
ARTICLE 1 DEFINITIONS -----------Support Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments • Ontario
Exhibit 10.02 MARKETING AGREEMENT This Marketing Agreement ("Agreement") is entered into between: Universe 2U Inc. ("U2U") with offices at 30 West Beaver Creek Rd., Suite 109, Richmond Hill, Ontario, CA., L4B 3K1Marketing Agreement • July 29th, 2002 • Universe2u Inc • Non-operating establishments • Florida
Exhibit 10.12 EMPLOYMENT AGREEMENT THIS AGREEMENT made as of the 1/st/ day of May, 2000. BETWEEN :Employment Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments • Ontario
AMENDING AGREEMENTAmending Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments
Exhibit 10.07 GUARANTEEUniverse2u Inc • July 29th, 2002 • Non-operating establishments
Exhibit 10.1 SHARE PURCHASE AGREEMENT THIS AGREEMENT made as of the 25/th/ day of January, 2000. B E T W E E N : 1348485 ONTARIO INC. a corporation incorporated under the laws of the Province of OntarioShare Purchase Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments • Ontario
ARTICLE 1 INTERPRETATIONGeneral Security Agreement • July 29th, 2002 • Universe2u Inc • Non-operating establishments
Right to Purchase XXX,XXX Shares of Common Stock STOCK PURCHASE WARRANT THIS CERTIFIES THAT, for value received, THE WARRANT HOLDER or its registered assigns, is entitled to purchase form Universe2U Inc., a Nevada corporation (the "Company"), at any...Universe2u Inc • July 2nd, 2002 • Non-operating establishments • New York
Exhibit 10.01 ASSET PURCHASE AGREEMENT THIS AGREEMENT made as of the 14th day of May, 2002. BETWEEN: UNIVERSE2U CANADA INC., a corporation incorporated under the laws of the Province of OntarioAsset Purchase Agreement • July 29th, 2002 • Universe2u Inc • Non-operating establishments • Ontario
WARRANTWarrant • August 6th, 2001 • Universe2u Inc • Non-operating establishments • Nevada
Exhibit 10.06 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of June 25, 2002, by and Universe2U Inc., a Nevada corporation, with its headquarters located at 30 West Beaver Creek Road, Suite 109, Richmond...Registration Rights Agreement • July 2nd, 2002 • Universe2u Inc • Non-operating establishments • New York
Exhibit 10.05 GUARANTY AND PLEDGE AGREEMENT GUARANTY AND PLEDGE AGREEMENT (this "Agreement"), dated as of June 25, 2002, among Universe2U Inc., a Nevada corporation (the "Company"), Angelo Boujos (the "Pledgor"), and AJW Partners, LLC, a limited...Guaranty and Pledge Agreement • July 2nd, 2002 • Universe2u Inc • Non-operating establishments • New York
Exhibit 10.24 [Form of Lockup Agreement] April 11, 2002 Universe2U Inc. 30 West Beaver Creek Road, Suite 109 Richmond Hill, Ontario L4B 3K1 Canada Attention: Kim Allen, CEO Re: Lock-Up Agreement (the "Agreement") -----------------------------------...Escrow Agreement • April 15th, 2002 • Universe2u Inc • Non-operating establishments • Ontario
Exhibit 10.4 SHARE OPTION AGREEMENT THIS AGREEMENT made as of this 31/st/ day of May, 2000. BETWEEN:Share Option Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments
SECOND AMENDING AGREEMENTSecond Amending Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments
EXHIBIT 10Consulting Agreement • February 3rd, 2003 • Universe2u Inc • Telephone communications (no radiotelephone) • Nevada
Exhibit 10.08 OPERATING LINE OF CREDIT AGREEMENT Branch: 989 Derry Road, Suite 303, Mississauga, Ontario, L5T 2J8 Date: February 22, 2002 Laurentian Bank of Canada (the "Bank") and the undersigned borrower (the "Customer") agree as follows: 1. The...Credit Agreement • July 29th, 2002 • Universe2u Inc • Non-operating establishments
ARTICLE 1Share Purchase Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments • Ontario
OFOperating Agreement • November 14th, 2000 • Universe2u Inc • Non-operating establishments • Michigan
Exhibit 10.13 OPERATION OF ACCOUNT AGREEMENT Branch: 989 Derry Road, Suite 303, Mississauga, Ontario, L5T 2J8 IN CONSIDERATION of Laurentian Bank of Canada (the "Bank") agreeing to deal with the undersigned (the "Customer"), the Customer agrees as...Account Agreement • July 29th, 2002 • Universe2u Inc • Non-operating establishments
Exhibit 10.11 SPECIFIC SECURITY AGREEMENT (Deposits with the Bank) TO: Laurentian Bank of Canada FOR VALUABLE CONSIDERATION, receipt whereof is hereby acknowledged, the undersigned hereby agrees with Laurentian Bank of Canada (hereinafter called the...Specific Security Agreement • July 29th, 2002 • Universe2u Inc • Non-operating establishments
Waiver and Release WHEREAS, Universe2U Inc. (the "Company") and First Union Asset Management ("First Union") have previously executed an exclusive agreement providing for First Union to assist the Company with one or more private placements of equity...Waiver and Release • August 21st, 2000 • Universe2u Inc • Non-operating establishments
ARTICLE 1Share Exchange Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments • Ontario
Exhibit 10.21 COMMON STOCK PURCHASE AGREEMENT COMMON STOCK PURCHASE AGREEMENT (the "Agreement"), dated as of August 1, 2001 by and between UNIVERSE2U, a Nevada corporation (the "Company"), and FUSION CAPITAL FUND II, LLC, an Illinois limited liability...Common Stock Purchase Agreement • August 6th, 2001 • Universe2u Inc • Non-operating establishments • Nevada
Exhibit 10.16 ENGAGEMENT LETTER AGREEMENT May 17, 2000 Universe2U, Inc. 30 West Beaver Creek Suite 109 Richmond Hill, Ontario L4B 3K1 Canada Attention: Kim Allen Dear Mr. Allen: This letter agreement (this "Agreement") confirms the engagement of First...Engagement Letter Agreement • August 21st, 2000 • Universe2u Inc • Non-operating establishments • Delaware
Exhibit 10.12 (ix) U.S. DOLLAR COMMERCIAL LINE OF CREDIT AGREEMENT Branch: 989 Derry Road, Suite 303, Mississauga, Ontario, L5T 2J8 Date: February 22, 2002 Laurentian Bank of Canada (the "Bank") and the undersigned borrower (the "Borrower") agree as...Credit Agreement • July 29th, 2002 • Universe2u Inc • Non-operating establishments
