Us Wireless Online Inc Sample Contracts

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Us Wireless Online Inc • January 5th, 2007 • Wholesale-groceries & related products • New York

THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF DECEMBER 21, 2006, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.

1.ARTICLE THE ACQUISITION
Agreement and Plan of Reorganization • May 20th, 2003 • Us Wireless Online Inc • Wholesale-groceries & related products • Nevada
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 7th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 28, 2005, by and among US Wireless Online, Inc., a Nevada corporation with its headquarters located at 500 West Jefferson Street, Suite 2350, Louisville, Kentucky 40202 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).

SECURITY AGREEMENT
Security Agreement • February 7th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • New York

SECURITY AGREEMENT (this “Agreement”), dated as of January 28, 2005, by and among US Wireless Online, Inc., a Nevada corporation (“Company”), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • February 7th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • New York

INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement” dated as of January 28, 2005, by and among US Wireless Online, Inc., a Nevada corporation (the “Company”), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 7th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of January 28, 2005, by and among US Wireless Online, Inc., a Nevada corporation, with headquarters located at 500 West Jefferson Street, Suite 2350, Louisville, Kentucky 40202 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

MANAGEMENT AGREEMENT
Management Agreement • January 5th, 2007 • Us Wireless Online Inc • Wholesale-groceries & related products • Texas

THIS MANAGEMENT AGREEMENT is made and entered into as of , 2006 by and among US Wireless Online, Inc., a Nevada corporation(“ US Wireless” or the “Company”) and Sutioc Enterprises, Inc., a Nevada corporation (together with its permitted assignees, the “ Manager ”).

SECURITY AGREEMENT
Security Agreement • January 5th, 2007 • Us Wireless Online Inc • Wholesale-groceries & related products • Texas

FOR VALUE RECEIVED, IELEMENT CORPORATION, a Nevada Corporation referred to as "Debtor”, assigns and grants to RICHARD WILLIAMSON, and its successors and assigns, referred to here as "Secured Party", a security interest in all of the following property:

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 5th, 2007 • Us Wireless Online Inc • Wholesale-groceries & related products • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 21, 2006, by and among US Wireless Online, Inc., a Nevada corporation, with headquarters located at 500 West Jefferson Street, Suite 2350, Louisville, Kentucky 40202 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

WHOLESALE SERVICES AGREEMENT
Wholesale Services Agreement • May 5th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • Kentucky

THIS WHOLESALE SERVICES AGREEMENT is effective as of the 2nd day of May,2005, (the “Effective Date”) between US WIRELESS ONLINE, INC., a Nevada corporation, having its principal offices in Louisville, Kentucky (“US Wireless” herein), and , LIGHTYEAR NETWORK SOLUTIONS, LLC, a Kentucky limited liability company (“Lightyear” herein). (US Wireless and Lightyear may be referred to as “Party” or “Parties” as the case may be.)

ACQUISITION AGREEMENT AND OPTION AGREEMENT
Acquisition Agreement and Option Agreement • January 5th, 2007 • Us Wireless Online Inc • Wholesale-groceries & related products • Nevada

ACQUISITION AGREEMENT AND OPTION AGREEMENT ("Agreement") dated as of ______________, 2006 by and among US Wireless Online, Inc., a Nevada corporation ("Company) and Sutioc Enterprises, Inc., a Nevada corporation ("SUTIOC").

Amended Warrant for the Purchase of 2,250,000
Warrant Agreement • January 5th, 2007 • Us Wireless Online Inc • Wholesale-groceries & related products

THIS WARRANT SUPERCEDES AND REPLACES IN ITS ENTIRETY THAT WARRANT FOR THE PURCHASE OF 2,250,000 SHARES OF COMMON STOCK OF U.S. WIRELESS ONLINE, INC. COMMON STOCK, PAR VALUE $0.001 ISSUED TO DAVID RAGLAND ON JULY 26, 2004.

ACQUISITION AGREEMENT BY AND AMONG US WIRELESS ONLINE INC. AND DHR TECHNOLOGIES, INC. DBA SKYLINE BROADBAND Dated as of AUGUST 11th, 2005 ACQUISITION AGREEMENT
Acquisition Agreement • August 24th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • Nevada

ACQUISITION AGREEMENT, dated as of August ____, 2005, by and among US WIRELESS ONLINE, INC (“US WIRELESS”), a Nevada corporation and DHR TECHNOLOGOES, INC. DBA SKYLINE BROADBAND (“SKYLINE”) and the SHAREHOLDERS of SKYLINE (“SHAREHOLDERS”).

AGREEMENT FOR PURCHASE AND SALE OF ASSETS DATED APRIL 20TH, 2005 BY AND BETWEEN VERGE WIRELESS NETWORKS, INC. AND US WIRELESS ONLINE, INC.
Agreement for Purchase and Sale • May 3rd, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products
SETTLEMENT AGREEMENT
Settlement Agreement • January 5th, 2007 • Us Wireless Online Inc • Wholesale-groceries & related products • Nevada

THIS SETTLEMENT AGREEMENT (“Agreement”) is executed this ______ day of December, 2006, by and between U.S. Wireless Online, Inc., a Nevada Corporation (“USWO”), and DHR Technologies, Inc., a ____________ corporation, (“DHR”), Richard Williamson, II, an individual and IElement Corporation, a ___________ Corporation, (“IElement”), (collectively, the “Parties”).

ASSET PURCHASE AGREEMENT BETWEEN US WIRELESS ONLINE, INC. AND AIR2LAN, INC. EFFECTIVE AS OF FEBRUARY 28, 2005 ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • March 10th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • Nevada

ASSET PURCHASE AGREEMENT, effective as of February 28, 2005, by and between US WIRELESS ONLINE, INC (“US WIRELESS ”), a Nevada corporation and AIR2LAN, Inc., (“AIR2LAN”) a Delaware corporation.

ACQUISITION AGREEMENT BY AND AMONG US WIRELESS ONLINE, INC. AND
Acquisition Agreement • May 16th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • Nevada

ACQUISITION AGREEMENT, dated as of May 02, 2005, by and among US WIRELESS ONLINE, INC (“US WIRELESS”), a Nevada corporation and iSkywire, LLC and its related entities including iSkywire, Jeffersontown, Kentucky I, LLC; iSkywire, New Albany, Indiana I, LLC; iSkywire, Charlestown, Indiana I, LLC (collectively “iSkywire”), and the MEMBERS OF iSkywire (“MEMBERS”).

ACQUISITION AGREEMENT BY AND AMONG US WIRELESS ONLINE, INC. AND MJS HOLDINGS, INC.
Acquisition Agreement • January 19th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products

ACQUISITION AGREEMENT, dated as of January 1, 2005, by and among US WIRELESS ONLINE, INC (“US WIRELESS ”), a Nevada corporation and MJS HOLDINGS, INC., (“MJS”) an Ohio corporation, and the SHAREHOLDERS OF MJS HOLDINGS, INC. (“SHAREHOLDERS”).

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MODIFICATION AND APPROVAL AGREEMENT
Modification and Approval Agreement • January 5th, 2007 • Us Wireless Online Inc • Wholesale-groceries & related products

THIS AGREEMENT ("Agreement") dated as of December ___, 2006 is made by and among US Wireless Online, Inc., a Nevada corporation ("US Wireless”) on the one hand, and AJW Qualified Partners, LLC, New Millennium Capital Partners II, LLC, AJW Offshore, Ltd. and AJW Partners, LLC, on the other hand (AJW Qualified Partners, LLC, New Millennium Capital Partners II, LLC, AJW Offshore, Ltd. and AJW Partners, LLC are herein collectively referred to as “NIR”).

Key TechnoLabs Pvt. Ltd. SHARE EXCHANGE AGREEMENT Dated August 1, 2013
Share Exchange Agreement • September 9th, 2013 • Us Wireless Online Inc • Communications services, nec • Florida

SHARE EXCHANGE AGREEMENT, made as of the twenty fifth day of August 1, 2013, by and between Mercor Portfolio, Inc., a Wyoming corporation, with principal offices at 1621 Central Ave, Cheyenne, WY, 82001, hereinafter referred to as “UWRL,” and Key TechnoLabs Pvt. Ltd. a corporation incorporated under the laws of the state Gujarat, with principal offices located at 8- Krishnanagar, Swaminarayan Chowk, Rajkot, Gujarat, India, “Key TechnoLabs Pvt. Ltd. ,” hereinafter referred to as the “KTLP,” all hereinafter referred to individually as a “Party” and collectively as the “Parties.”

ACQUISITION AGREEMENT BY AND AMONG US WIRELESS ONLINE, INC. AND VOIP WORKS LLC AND THE MEMBERS OF VOIP WORKS LLC
Acquisition Agreement • April 22nd, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • Kentucky

ACQUISITION AGREEMENT, dated as of April 15, 2005, by and among US WIRELESS ONLINE, INC (“US WIRELESS”), a Nevada corporation and VOIP WORKS LLC, (“VPW”) an Ohio limited liability company, and the MEMBERS OF VOIP WORKS LLC. (“MEMBERS”).

ACQUISITION AGREEMENT BY AND AMONG US WIRELESS ONLINE, INC. AND UNITED BROADBAND NETWORKS, LLC AND THE MEMBERS OF UNITED BROADBAND NETWORKS, LLC
Acquisition Agreement • January 25th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products • Kentucky

ACQUISITION AGREEMENT, dated as of January 17, 2005, by and among US WIRELESS ONLINE, INC (“US WIRELESS”), a Nevada corporation and UNITED BROADBAND NETWORKS, LLC, (“UBN”) a Kentucky limited liability company, and the MEMBERS OF UNITED BROADBAND NETWORKS, LLC. (“MEMBERS”).

ESCROW AGREEMENT
Escrow Agreement • January 5th, 2007 • Us Wireless Online Inc • Wholesale-groceries & related products • Texas

This ESCROW AGREEMENT (the “Agreement") is entered into as of December ____, 2006 by and between US Wireless Online, Inc., a Nevada corporation ("Company) and Sutioc Enterprises, Inc., a Nevada corporation ("SUTIOC")and Legal & Compliance, LLC (the "Escrow Agent"), which term shall also include any successor escrow agent appointed in accordance with Section 6(b) of this Agreement). All of the above together shall collectively be referred to as the “Parties”.

ASSET PURCHASE AGREEMENT BETWEEN US WIRELESS ONLINE, INC. AND YYIRELESS1.NET, LLC DATED AS OF JANUARY 20, 2005 ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • February 7th, 2005 • Us Wireless Online Inc • Wholesale-groceries & related products

ASSET PURCHASE AGREEMENT, dated as of January 20, 2005, by and among US WIRELESS ONLINE, INC (“US WIRELESS ”), a Nevada corporation and YYireless1.NET, LLC, (“YYireless1”) a Pennsylvania limited liability company.

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