EXHIBIT 4.65 WARRANT AGREEMENT THIS WARRANT AND THE SHARES OF COMMON STOCK COVERED HEREBY (COLLECTIVELY, THE "SECURITIES") HAVE NOT BEEN REGISTERED UNDER ANY STATE SECURITIES LAW OR THE SECURITIES ACT OF 1933, AS AMENDED ("FEDERAL ACT") UPON RELIANCE...Warrant Agreement • February 8th, 2005 • Surfnet Media Group Inc • Services-computer programming services • Delaware
LICENSE AGREEMENT THIS LICENSE AGREEMENT is made as of the 5th day of December, 2005 between KINO COMMUNICATIONS, L.L.C., a limited liability company organized and existing under the laws of the State of Arizona ("Licensor"), and KINO INTERACTIVE...License Agreement • March 7th, 2007 • Modavox Inc • Services-computer programming services • Arizona
MODAVOX, INC.Agreement and Plan of Reorganization • June 14th, 2006 • Modavox Inc • Services-computer programming services • Delaware
By:/s/Frank Nassar By:/s/Robert D. Arkin Frank Nassar Robert D. Arkin Chief Executive Officer Schedule A to Consulting AgreementConsulting Agreement • October 23rd, 2002 • Innerspace Corp • Services-computer programming services • Georgia
INTRODUCTIONAgreement • October 18th, 2004 • Surfnet Media Group Inc • Services-computer programming services • New York
ARTICLE 1 DEFINITIONSLicense Agreement • July 5th, 2002 • Innerspace Corp • Services-computer programming services • Georgia
RECITALS:Development Agreement • October 18th, 2004 • Surfnet Media Group Inc • Services-computer programming services • Arizona
RECITALSAgreement and Plan of Merger • July 18th, 2003 • Innerspace Corp • Services-computer programming services • Delaware
Consulting Agreement Strategic Planning and Business Process This Consulting Areement is made and entered into this 12th day of March, 2002, (the "Effective Date") by and between Bagswell Capital, LLC, a Wyoming limited liability company, located at...Consulting Agreement • August 9th, 2002 • Innerspace Corp • Services-computer programming services • Georgia
1. DEFINITIONSRegistration Rights Agreement • July 18th, 2003 • Innerspace Corp • Services-computer programming services • Delaware
THE SECURITIES BEING OFFERED HAVE NOT BEEN REGISTERED UNDER UNITED STATES FEDERAL OR STATE SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD OR OTHERWISE TRANSFERRED OR ASSIGNED FOR VALUE, DIRECTLY OR INDIRECTLY, NOR MAY THE SECURITIES BE...Surfnet Media Group Inc • June 21st, 2004 • Services-computer programming services • Arizona
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 27th, 2013 • Hipcricket, Inc. • Communications equipment, nec • Delaware
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of November 25, 2013 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and HIPCRICKET, INC., a Delaware corporation (“Borrower”), amends and restates in its entirety that certain Loan and Security Agreement dated as of May 3, 2013 (the “Original Agreement”) and provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 8th, 2013 • Hipcricket, Inc. • Communications equipment, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 4, 2013 by and among Hipcricket, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
1. DEFINITIONSRegistration Rights Agreement • June 21st, 2004 • Surfnet Media Group Inc • Services-computer programming services • Delaware
SURFNET MEDIA GROUP, INC. COMMON STOCK PURCHASE WARRANT DATED AS OF JUNE 6, 2003 NOVA REDWOOD, LLC NOVA REDWOOD, LLC WARRANT AGREEMENT THIS WARRANT AND THE SHARES OF COMMON STOCK COVERED HEREBY (COLLECTIVELY, THE "SECURITIES") HAVE NOT BEEN REGISTERED...Innerspace Corp • July 18th, 2003 • Services-computer programming services
Consulting Agreement Strategic Planning and Business Process This Consulting Areement is made and entered into this 2nd day of January, 2002, (the "Effective Date") by and between Bagswell Capital, LLC, a Wyoming limited liability company, located at...Consulting Agreement • July 5th, 2002 • Innerspace Corp • Services-computer programming services • Georgia
INNERSPACE CORPORATION COMMON STOCK PURCHASE WARRANT DATED AS OF MAY 17, 2002Common Stock Purchase Warrant • August 9th, 2002 • Innerspace Corp • Services-computer programming services
SEVERANCE AGREEMENT AND GENERAL RELEASE This Severance Agreement and Release of All Claims (hereinafter "Agreement") is made and entered into as of the latest of the dates set forth below by and between, Modavox, Inc., a corporation organized under...Severance Agreement and General Release • June 14th, 2006 • Modavox Inc • Services-computer programming services • Arizona
AUGME TECHNOLOGIES, INC. PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • January 30th, 2013 • Augme Technologies, Inc. • Communications equipment, nec • New York
Augme Technologies, Inc., a Delaware Corporation (the “Company”), proposes, subject to the terms and conditions herein, to issue and sell up to an aggregate of 13,469,661 shares (the “Shares”) of Common Stock of the Company, par value$0.0001 per share (the “Common Stock”), warrants to purchase up to an aggregate of 6,734,831 shares of Common Stock (the “Warrants”), and up to an aggregate of 6,734,831 shares of Common Stock issuable from time to time upon exercise of the Warrants (the “Warrant Shares”) to certain investors (each an “Investor” and, collectively, the “Investors”), in an offering under its registration statement on Form S-3 (Registration No. 333-175191). We are offering the Shares and Warrants in units (each, a “Unit”), with each Unit consisting of one Share together with one-half of one Warrant and each whole Warrant exercisable for one Warrant Share. The Units are more fully described in the Prospectus (as defined below). The Company desires to engage Roth Capital Partne
VOTING AGREEMENTVoting Agreement • June 21st, 2004 • Surfnet Media Group Inc • Services-computer programming services • Delaware
RECITAL:Separation Agreement and Mutual Release • June 17th, 2004 • Surfnet Media Group Inc • Services-computer programming services • Arizona
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE 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...Warrant • June 21st, 2013 • Augme Technologies, Inc. • Communications equipment, nec • Delaware
THIS WARRANT (the “Warrant”) certifies that, for value received, Michael Brochu (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 June 17, 2013 (the “Initial Exercise Date”) and on or prior to the five-year anniversary of the Initial Exercise Date (the “Termination Date”), but not thereafter, to subscribe for and purchase from Augme Technologies, Inc., a Delaware corporation (the “Company”), up to 300,000 shares (the “Warrant Shares”) of common stock, $.0001 par value per share, of the Company (the “Common Stock”). Any such Warrant Shares granted shall vest 1/36th per month commencing on the Grant Date over a three (3) year period. There is a minimum purchase of 25,000 shares with the purchase price of each share of Common Stock (the “Exercise Price”) under this Warrant shall be $0.39 subject to adjustment hereunder.
AUDIOEYE - MODAVOX COMMUNICATIONS SERVICES AGREEMENT 6/1/2006Modavox Inc • June 14th, 2006 • Services-computer programming services • Delaware
AUGME TECHNOLOGIES, INC. Stock Option AgreementStock Option Agreement • October 21st, 2010 • Augme Technologies, Inc. • Communications equipment, nec
THIS AGREEMENT is made as of June 24, 2010, by and between AUGME TECHNOLOGIES, INC., a Delaware corporation (the "Company"), and Jacob Paugh (the "Optionee").
EMPLOYMENT AGREEMENT This Employment Agreement, by and between MODAVOX, INC., a Delaware corporation ("Modavox") and Nathaniel Bradley ("Bradley"), is effective as of the date as of the date Certificate of Merger relating to the Merger of Kino...Employment Agreement • June 14th, 2006 • Modavox Inc • Services-computer programming services • Arizona
1. DEFINITIONSPiggyback Registration Rights Agreement • June 21st, 2004 • Surfnet Media Group Inc • Services-computer programming services • Delaware
MARCH 1 ,2007 PLAN OF REORGANIZATION AND STOCK PURCHASE AGREEMENTPlan of Reorganization • March 7th, 2007 • Modavox Inc • Services-computer programming services • Arizona
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 21st, 2013 • Augme Technologies, Inc. • Communications equipment, nec • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of the 17 day of June, 2013, by and between Augme Technologies, Inc., a Delaware corporation (the “Corporation”), and Douglas O. Stovall, Jr. (“Indemnitee”), a director and/or officer of the Corporation.
ARTICLE 1 DEFINITIONSConvertible Promissory Note Purchase Agreement • June 21st, 2004 • Surfnet Media Group Inc • Services-computer programming services • Delaware
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 8th, 2013 • Hipcricket, Inc. • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 3, 2013 by and among Hipcricket, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
AMENDED AND RESTATED ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 31st, 2011 • Augme Technologies, Inc. • Communications equipment, nec • Delaware
This Amended and Restated Asset Purchase Agreement (this “Agreement”) is dated as of August 25, 2011 by and between Augme Technologies, Inc., a Delaware corporation with a principal address of 43 West 24th Street, Suite 11B, New York, NY 10010 (“Buyer”), and Hipcricket, Inc., a Delaware corporation with a principal address of 11241 Slater Avenue NE, Suite 201, Kirkland, Washington 98033 (“Seller”).
EMPLOYMENT AGREEMENT This Employment Agreement, by and between MODAVOX, INC., a Delaware corporation ("Modavox") and James G. Crawford ("Crawford"), is effective as of the date the Certificate of Merger relating to the merger of Kino Interactive, LLC...Employment Agreement • June 14th, 2006 • Modavox Inc • Services-computer programming services • Arizona
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 15th, 2011 • Augme Technologies, Inc. • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February __, 2011 by and among Augme Technologies, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 21st, 2013 • Augme Technologies, Inc. • Communications equipment, nec • Washington
This Employment Agreement (“Agreement”), effective as of June 17, 2013, is entered into by and between Augme Technologies, Inc., and its wholly-owned subsidiaries, a Delaware corporation (the "Employer” or the “Company”), and Douglas Stovall (the “Employee”).
NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • July 30th, 2009 • Modavox Inc • Communications equipment, nec • Delaware
THIS OPTION AND THE SHARES OF COMMON STOCK COVERED HEREBY (COLLECTIVELY, THE "SECURITIES") HAVE NOT BEEN REGISTERED UNDER ANY STATE SECURITIES LAW OR THE SECURITIES ACT OF 1933, AS AMENDED ("FEDERAL ACT") UPON RELIANCE OF EXEMPTIONS AVAILABLE THEREFOR. THE SECURITIES WILL BE ACQUIRED FOR INVESTMENT AND MAY NOT BE OFFERED FOR SALE, HYPOTHECATED, SOLD OR TRANSFERRED, NOR WILL ANY ASSIGNEE OR TRANSFEREE THEREOF BE RECOGNIZED BY MODAVOX, INC. AS HAVING ANY INTEREST IN SUCH SECURITIES IN THE ABSENCE OF (i) AN OPINION OF COUNSEL THAT THE TRANSACTION BY WHICH SUCH SECURITIES WILL BE OFFERED FOR SALE, HYPOTHECATED, SOLD OR TRANSFERRED IS EXEMPT UNDER THE FEDERAL ACT, AND APPLICABLE STATE SECURITIES LAWS; OR (ii) AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT TO THE SECURITIES UNDER THE FEDERAL ACT AND APPLICABLE STATE SECURITIES LAWS.
