InfoSearch Media, Inc. Sample Contracts

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RECITALS
Indemnity Agreement • April 15th, 2005 • InfoSearch Media, Inc. • Services-business services, nec • Delaware
MAC WORLDWIDE, INC. AMENDMENT AGREEMENT
Amendment Agreement • October 7th, 2002 • Mac Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • New York
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION
Agreement and Plan of Merger and Reorganization • February 27th, 2006 • InfoSearch Media, Inc. • Services-business services, nec • California
RECITALS
Indemnity Agreement • January 4th, 2005 • Mac Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
Incentive Stock Option Agreement
Incentive Stock Option Agreement • April 17th, 2007 • InfoSearch Media, Inc. • Services-business services, nec • Delaware

The grant of this option is made pursuant to the MAC Worldwide, Inc. (predecessor to the Company) 2004 Stock Option Plan (the “Plan”). This Stock Option is intended to qualify as an “incentive stock option” under Section 422 of the Internal Revenue Code of 1986, as amended. The terms of the Plan are incorporated into this letter and in the case of any conflict between the Plan and this letter, the terms of the Plan shall control. Unless otherwise noted, capitalized terms shall have the meaning assigned to them in the Plan.

SUBSCRIPTION AGREEMENT
Subscription Agreement • June 12th, 2008 • InfoSearch Media, Inc. • Services-business services, nec • Delaware

SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the date set forth on the signature page hereof between Infosearch Media, Inc., a Delaware corporation (the “Company”) and the undersigned (the “Subscriber”).

RECITALS
Indemnity Agreement • April 22nd, 2005 • InfoSearch Media, Inc. • Services-business services, nec • Delaware
AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • November 6th, 2006 • InfoSearch Media, Inc. • Services-business services, nec

WHEREAS, InfoSearch Media, Inc., a Delaware corporation, with its principal place of business located at 4086 Del Rey Avenue, Marina Del Rey, California 90292, its affiliates, subsidiaries, successors and assigns (the “Company”), and George Lichter, an individual residing at 130 South William Drive, Beverly Hills, California 90211 (the “Executive”) are parties to an Employment Agreement dated January 4, 2006 and effective as of August 23, 2005 (the “Agreement”), which is incorporated herein by reference, and a copy of which is attached hereto as Exhibit A.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • December 12th, 2006 • InfoSearch Media, Inc. • Services-business services, nec

WHEREAS, InfoSearch Media, Inc., a Delaware corporation, with its principal place of business located at 4086 Del Rey Avenue, Marina Del Rey, California 90292 its affiliates, subsidiaries, successors and assigns (the “Company”), and Steve Lazuka, an individual residing at 9319 Hermitage Road, Chardon, Ohio 44024 (the “Executive”) are parties to an Employment Agreement (the “Agreement”) dated December 29, 2004 and effective as of December 31, 2004 which is incorporated herein by reference, and an Amendment to Employment Agreement, which is also incorporated herein by reference and which modifies the Agreement (the “Amendment”), pursuant to which the Executive was employed by the Company to hold the position of Chief Strategic Officer and Director;

Contract
InfoSearch Media, Inc. • October 6th, 2006 • Services-business services, nec • New York

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR THE SECURITIES LAWS OF ANY STATE. THIS WARRANT AND THE UNITS OF MEMBERSHIP INTEREST ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, TRANSFERRED OR HYPOTHECATED UNLESS REGISTERED UNDER SAID ACT AND STATE SECURITIES LAWS, PURSUANT TO AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS OR ON THE OPINION OF THE REGISTERED HOLDER’S COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

CONSULTING AGREEMENT
Consulting Agreement • June 13th, 2007 • InfoSearch Media, Inc. • Services-business services, nec • California
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • May 2nd, 2007 • InfoSearch Media, Inc. • Services-business services, nec

WHEREAS, InfoSearch Media, Inc., a Delaware corporation, with its principal place of business located at 4086 Del Rey Avenue, Marina Del Rey, California 90292, its affiliates, subsidiaries, successors and assigns (the “Company”), and George Lichter, an individual residing at 130 South William Drive, Beverly Hills, California 90211 (the “Executive”), are parties to an Employment Agreement dated January 4, 2006 and effective as of August 23, 2005, as amended by the Amendment to Employment Agreement, effective as of July 1, 2006 (as amended, the “Agreement”), which is incorporated herein by reference, and a copy of which is attached hereto as Exhibit A.

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ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • October 6th, 2006 • InfoSearch Media, Inc. • Services-business services, nec • Delaware

This Asset Purchase Agreement (this "Agreement") is made as of the 2nd day of October, 2006, by and between Answerbag, Inc., a California corporation ("Seller"), InfoSearch Media, Inc., a Delaware corporation and the sole shareholder of Seller ("Parent"), Demand Answers, Inc., a Delaware corporation ("Buyer"), and Demand Media, Inc., a Delaware corporation and the sole stockholder of Buyer ("DMI").

SEVERANCE & RELEASE AGREEMENT
Severance & Release Agreement • June 13th, 2007 • InfoSearch Media, Inc. • Services-business services, nec • California

This Severance Agreement and Release (“Agreement”) is made by and between InfoSearch Media, Inc. (the “Company”), and Frank Knuettel II (“Employee”).

Stock Option Agreement
Stock Option Agreement • May 21st, 2007 • InfoSearch Media, Inc. • Services-business services, nec • Delaware
INCENTIVE STOCK OPTION AGREEMENT Incentive Stock Option Agreement
Incentive Stock Option Agreement • August 21st, 2007 • InfoSearch Media, Inc. • Services-business services, nec • Delaware

The grant of this option is made pursuant to the MAC Worldwide, Inc. (predecessor to the Company) 2004 Stock Option Plan (the “Plan”). This Stock Option is intended to qualify as an “incentive stock option” under Section 422 of the Internal Revenue Code of 1986, as amended. The terms of the Plan are incorporated into this letter and in the case of any conflict between the Plan and this letter, the terms of the Plan shall control. Unless otherwise noted, capitalized terms shall have the meaning assigned to them in the Plan.

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