Inphonic Inc Sample Contracts

ARTICLE 1 DEFINITIONS
Asset Purchase Agreement • November 1st, 2002 • Inphonic Inc • Delaware
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AND
Loan and Security Agreement • November 1st, 2002 • Inphonic Inc • California
INPHONIC, INC. FIFTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • November 1st, 2002 • Inphonic Inc • Delaware
INPHONIC, INC. SERIES D-1 CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT
Convertible Preferred Stock Purchase Agreement • November 1st, 2002 • Inphonic Inc • Delaware
INPHONIC, INC. SERIES D-4 CONVERTIBLE PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT
Stock and Warrant Purchase Agreement • November 1st, 2002 • Inphonic Inc • Delaware
INPHONIC, INC. STOCK OPTION AGREEMENT
Stock Option Agreement • July 29th, 2005 • Inphonic Inc • Communications services, nec • Delaware

InPhonic, Inc. has granted to the Participant named in the Notice of Grant of Stock Options (the “Grant Notice”) to which this Stock Option Agreement (the “Option Agreement”) is attached an Option (the “Option”) to purchase certain shares of Stock upon the terms and conditions set forth in the Grant Notice and this Option Agreement. The Option has been granted pursuant to the Inphonic, Inc. 2004 Equity Incentive Plan (the “Plan”), as amended to the Date of Option Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Grant Notice, this Option Agreement, the Plan and a prospectus for the Plan in the form most recently registered with the Securities and Exchange Commission (the “Plan Prospectus”), (b) accepts the Option subject to all of the terms and conditions of the Grant Notice, this Option Agreement and the Plan and (c) agrees

Suite # 215
Lease Agreement • November 1st, 2002 • Inphonic Inc • District of Columbia
7,000,000 Shares InPhonic, Inc. Common Stock ($.01 Par Value) EQUITY UNDERWRITING AGREEMENT
Equity Underwriting Agreement • November 1st, 2004 • Inphonic Inc • Communications services, nec • New York

InPhonic, Inc., a Delaware corporation (the “Company”), and certain stockholders of the Company (the “Selling Stockholders”) propose to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) an aggregate of 7,000,000 shares of the Company’s Common Stock, $0.01 par value (the “Firm Shares”), of which 6,000,000 shares will be sold by the Company and 1,000,000 shares will be sold by the Selling Stockholders. The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto, and the respective amounts to be sold by the Selling Stockholders are set forth opposite their names in Schedule II hereto. The Company and the Selling Stockholders are sometimes referred to herein collectively as the “Sellers.” Certain Selling Stockholders also propose to sell at the Underwriters’ option an aggregate of up to 1,050,000 additional sh

ARTICLE I DEFINITIONS
Purchase Agreement and Plan of Reorganization • November 1st, 2002 • Inphonic Inc • Maryland
EMPLOYMENT AGREEMENT
Employment Agreement • December 22nd, 2006 • Inphonic Inc • Communications services, nec • Maryland

THIS EMPLOYMENT AGREEMENT (the “Agreement”) effective December 20, 2006 (the “Effective Date”) is by and between INPHONIC, INC., a Delaware corporation with an address at 1010 Wisconsin Avenue N.W., Suite 600, Washington, DC 20007 (the “Company”) and BRIAN J. CURRAN, an individual with an address maintained in the Company’s personnel file (the “Executive”).

FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • December 22nd, 2006 • Inphonic Inc • Communications services, nec

This Fifth Amendment to Third Amended and Restated Loan and Security Agreement (the “Amendment”) is entered into as of September 30, 2005, by and between COMERICA BANK, successor by merger with COMERICA BANK – CALIFORNIA (“Bank”) and INPHONIC, INC. (“InPhonic”), SIMIPC ACQUISITION CORP. (“SimIpc”), and STAR NUMBER, INC. (“Star” and collectively within InPhonic and SimIpc, the “Borrowers”).

PREMIER I-DEALER AGREEMENT
Premier I-Dealer Agreement • October 21st, 2004 • Inphonic Inc • Communications services, nec • New York

This Premier I-Dealer Agreement (this “Agreement”), dated this 1st day of July, 2003, (“Effective Date”) is between T-Mobile USA, Inc. d/b/a T-Mobile (f/k/a VoiceStream Wireless Corporation), a Delaware corporation, and its subsidiaries and affiliates, including companies under common control (including Powertel, Inc.) (Collectively “Company”), and InPhonic, Inc., a Delaware corporation (“I-Dealer”).

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CREDIT AGREEMENT dated as of November 7, 2006 among InPhonic, Inc., THE LENDERS FROM TIME TO TIME PARTY HERETO, Goldman Sachs Credit Partners L.P., as Lead Arranger, Lead Bookrunner and Lead Syndication Agent, and Citicorp North America, Inc., as...
Credit Agreement • June 1st, 2007 • Inphonic Inc • Communications services, nec • New York

This Credit Agreement (“Agreement”) is entered into as of November 7, 2006, among InPhonic, Inc., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”), and Citicorp North America, Inc., as Administrative Agent (in such role, the “Administrative Agent”).

Exhibit 10.11 INPHONIC, INC. INVESTMENT AGREEMENT SEPTEMBER 11, 2001 Funds Provided by SPRING CAPITAL PARTNERS, L.P.
Investment Agreement • November 1st, 2002 • Inphonic Inc • Maryland
FORM OF
And Noncompetition Agreement • November 1st, 2002 • Inphonic Inc • Maryland
ASSET PURCHASE AGREEMENT BY AND AMONG CAIS ACQUISITION II, LLC AND INPHONIC, INC. AND AND SELLING STOCKHOLDER April 26, 2005
Asset Purchase Agreement • December 22nd, 2006 • Inphonic Inc • Communications services, nec • Delaware

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of this 26th day of April, 2005 by and among CAIS Acquisition II, LLC, a Delaware limited liability company (“Buyer”), InPhonic, Inc., a Delaware corporation, and parent company of Buyer (“InPhonic”), VMC Satellite, Inc., a Virginia corporation (“VMC”) and Rick Rahim, the sole stockholder of Seller (the “Selling Stockholder” and collectively, with VMC, referred to herein as the “Seller”). For purposes of this Agreement, Seller and Buyer are sometimes each referred to individually as a “Party” or collectively as the “Parties.” InPhonic is executing this Agreement for the limited purpose of making certain representations and warranties set forth in Article IV and for specified obligations set forth in Article VII.

CONSENT AND FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • November 14th, 2005 • Inphonic Inc • Communications services, nec

This Consent and Fourth Amendment to Third Amended and Restated Loan and Security Agreement (the “Amendment”) is entered into as of August 16, 2005, by and between COMERICA BANK, successor by merger with COMERICA BANK – CALIFORNIA (“Bank”) and INPHONIC, INC. (“InPhonic”), SIMIPC ACQUISITION CORP. (“SimIpc”), and STAR NUMBER, INC. (“Star” and collectively within InPhonic and SimIpc, the “Borrowers”).

ASSET PURCHASE AGREEMENT BY AND BETWEEN INPHONIC, INC. AND AVESAIR, INC. May 13, 2003
Asset Purchase Agreement • June 14th, 2004 • Inphonic Inc • Services-business services, nec • Delaware

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) entered into as of this 13th day of May, 2003 by and between INPHONIC, INC., a Delaware corporation (“Buyer”) and AVESAIR, INC., a Delaware corporation (“Seller”). For purposes of this Agreement, Buyer and Seller are sometimes each referred to individually as a “Party” or collectively as the “Parties.”

ONLINE AUTHORIZED REPRESENTATIVE AGREEMENT
Online Authorized Representative Agreement • August 9th, 2007 • Inphonic Inc • Communications services, nec • Virginia

THIS ONLINE AUTHORIZED REPRESENTATIVE AGREEMENT (“Agreement”) is entered into by and between Sprint Solutions Inc. on behalf of itself and its Affiliates that provide products and services (“Sprint”) and InPhonic, Inc, a Delaware corporation (“OAR”).

SEVENTH AMENDMENT TO THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 4th, 2006 • Inphonic Inc • Communications services, nec

This Seventh Amendment to Third Amended and Restated Loan and Security Agreement (the “Amendment”) is entered into as of September 28, 2006, by and between COMERICA BANK, successor by merger with COMERICA BANK – CALIFORNIA (“Bank”) and INPHONIC, INC. (“InPhonic”), SIMIPC ACQUISITION CORP. (“SimIpc”), STAR NUMBER, INC. (“Star”), MOBILE TECHNOLOGY SERVICES, LLC (“Mobile”) and CAIS ACQUISITION II, LLC (“CAIS” and collectively with InPhonic, SimIpc, Star and Mobile, the “Borrowers” and each individually, a “Borrower”).

INPHONIC, INC., SIMIPC ACQUISITION CORP. and STAR NUMBER, INC. THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 2nd, 2004 • Inphonic Inc • Communications services, nec • California

THIS THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”)is entered into as of August 7, 2003 by and between COMERICA BANK, successor by merger to Comerica Bank -California, successor by merger to Imperial Bank (“Bank”), INPHONIC, INC. (“InPhonic”), SIMIPC ACQUISITION CORP. (“SimIpc”), STAR NUMBER, INC. (“Star Number”, and together with InPhonic and SimIpc, the “Borrowers”). Except as expressly set forth herein, this Agreement amends, restates and replaces (a) that certain Credit Terms and Conditions dated as of May 2, 2000 between InPhonic and Bank, (b) that certain Commitment Letter attached thereto, (c) that certain Security and Loan Agreement dated as of May 2, 2000 between InPhonic and Bank, (d) that certain Commercial Security Agreement dated as of May 2, 2000 between InPhonic and Bank, (e) that certain Amended and Restated Loan and Security Agreement dated as of January 18, 2001 between InPhonic and Bank, as amended by that certain First Amendment to Credit

AMENDMENT NO. 7 TO CREDIT AGREEMENT
Credit Agreement • August 9th, 2007 • Inphonic Inc • Communications services, nec

AMENDMENT, dated as of June 15, 2007 (this “Amendment”), to the Credit Agreement, dated as of November 7, 2006, as amended by Amendment to Credit Agreement, dated as of February 6, 2007, by Amendment No. 2 to Credit Agreement, dated as of March 30, 2007, by Amendment No. 3 to Credit Agreement, dated as of April 9, 2007, and by Amendment No. 4, dated as of April 23, 2007, Amendment No. 5, dated as of May 1, 2007, and Amendment No. 6 dates as of May 31, 2007 (the “Agreement”), among InPhonic, Inc., a Delaware corporation (the “Borrower”), the Lenders listed on the signature pages hereof as Lenders, and Citicorp North America, Inc., as Administrative Agent.

AMENDMENT NO. 4 TO CREDIT AGREEMENT
Credit Agreement • June 1st, 2007 • Inphonic Inc • Communications services, nec

AMENDMENT, dated as of April 23, 2007 (this “Amendment”), to the Credit Agreement, dated as of November 7, 2006, as amended by Amendment to Credit Agreement, dated as of February 6, 2007, by Amendment No. 2 to Credit Agreement, dated as of March 30, 2007 and by Amendment No. 3 to Credit Agreement, dated as of April 9, 2007 (the “Agreement”), among InPhonic, Inc., a Delaware corporation (the “Borrower”), the Lenders listed on the signature pages hereof as Lenders, and Citicorp North America, Inc., as Administrative Agent.

LEASE AGREEMENT FOR INPHONIC, INC. Suite #600 WATERFRONT CENTER Washington, DC 20007
Lease Agreement • June 14th, 2004 • Inphonic Inc • Services-business services, nec • District of Columbia

THIS LEASE AGREEMENT (hereinafter the “Lease”) is made and entered into on this day of April, 2003, by and between Waterfront Center Limited Partnership, a District of Columbia limited partnership (hereinafter called “Lessor”) and Inphonic, Inc., a Delaware corporation (hereinafter called “Lessee.”)

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