Exhibit 10.10 EMPLOYMENT AGREEMENT -------------------- EMPLOYMENT AGREEMENT (the "Agreement") dated as of August 1, 2004 by and between iVoice Technology, Inc., Inc., a Nevada corporation with an address at 750 Highway 34, Matawan, NJ 07747 (the...Employment Agreement • April 7th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
BACKGROUND ----------Escrow Agreement • September 30th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
Exhibit 10.11 ADMINISTRATIVE SERVICES AGREEMENT This Administrative Services Agreement is entered into this 1st day of August 2004 by and between iVoice, Inc., a New Jersey corporation ("iVoice"), and iVoice Technology, Inc., a Nevada corporation (the...Administrative Services Agreement • April 7th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
Exhibit 9.2 IRREVOCABLE PROXY ----------------- The undersigned shareholder of iVoice Technology, Inc., a New Jersey corporation (the "Company"), pursuant to the Voting Agreement dated August 5, 2005 (the "Agreement"), hereby irrevocably (to the...iVoice Technology, Inc. • December 19th, 2005 • Services-computer integrated systems design
The undersigned shareholder of iVoice Technology, Inc., a New Jersey corporation (the "Company"), pursuant to the Voting Agreement dated August 5, 2005 (the "Agreement"), hereby irrevocably (to the extent provided for in the New Jersey Business Corporation Act) appoints Jerome Mahoney ("Mahoney"), or any other designee of Mahoney, as the sole and exclusive attorneys and proxies of the undersigned, with full power of substitution and re-substitution, to vote and exercise all voting and related rights (to the full extent that the undersigned is entitled to do so) with respect to the shares of: (i) the Company Class B Common Stock, $.01 par value per share, or (ii) the Company Class A Common Stock, no par value per share, that are beneficially owned or may be beneficially owned anytime in the future by the undersigned (collectively, the "Shares") in accordance with the terms of this Irrevocable Proxy. Upon the undersigned's execution of this Irrevocable Proxy, any and all prior proxies gi
ARTICLE 1.Security Agreement • March 14th, 2008 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
EXHIBIT 10.38 ------------- TERMINATION AGREEMENT THIS TERMINATION AGREEMENT (the "Agreement") is made and entered into effective as of December 12, 2005, by and among IVOICE TECHNOLOGY, INC., a New Jersey corporation (the "Company"), DAVID GONZALEZ,...Termination Agreement • April 4th, 2006 • iVoice Technology, Inc. • Services-computer integrated systems design
Exhibit 10.37 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT -------------------------------------------------- THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 12, 2005, by and between IVOICE...Registration Rights Agreement • December 19th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
DATED: MARCH 30, 2007 NEITHER THIS DEBENTURE NOR THE SECURITIES INTO WHICH THIS DEBENTURE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM...iVoice Technology, Inc. • April 18th, 2007 • Services-computer integrated systems design
EXHIBIT 10.36 ------------- IVOICE TECHNOLOGY, INC. AMENDED AND RESTATED PLACEMENT AGENT AGREEMENTiVoice Technology, Inc. • April 4th, 2006 • Services-computer integrated systems design • New Jersey
WITNESSETH: -----------Securities Purchase Agreement • January 11th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
GUARANTYGuaranty • April 7th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
EXHIBIT 10.37 ------------- AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT -------------------------------------------------- THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 12, 2005, by and between...Registration Rights Agreement • April 4th, 2006 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
EXHIBIT 10.2 ------------ REGISTRATION RIGHTS AGREEMENT ----------------------------- REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of September 22, 2005, by and between IVOICE TECHNOLOGY, INC., a New Jersey corporation (the "Company"),...Registration Rights Agreement • September 30th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
ARTICLE 1.Security Agreement • May 9th, 2007 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
EXHIBIT 10.3 ------------ IVOICE TECHNOLOGY PLACEMENT AGENT AGREEMENTiVoice Technology, Inc. • September 30th, 2005 • Services-computer integrated systems design • New Jersey
Exhibit 10.6 INVESTOR REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 12, 2004, by and among iVOICE TECHNOLOGY, INC., a Nevada corporation (the "Company"), and the undersigned investors (each, an...Investor Registration Rights Agreement • January 11th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
EXHIBIT 10.35 ------------- AMENDED AND RESTATED STANDBY EQUITY DISTRIBUTION AGREEMENT ---------------------------------------------------------- THIS AMENDED AND RESTATED AGREEMENT dated as of the 12th day of December 2005 (the "Agreement") between...Equity Distribution Agreement • April 4th, 2006 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
W I T N E S S E T H :Employment Agreement • June 24th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design
Exhibit 10.36 IVOICE TECHNOLOGY, INC. AMENDED AND RESTATED PLACEMENT AGENT AGREEMENTiVoice Technology, Inc. • December 19th, 2005 • Services-computer integrated systems design • New Jersey
ARTICLE IVoting Agreement • December 19th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design
EXHIBIT 10.1 ------------ RESIGNATION AGREEMENT This Resignation Agreement (the "Agreement") dated August 26, 2005 between iVoice Technology, Inc., a New Jersey corporation, with offices at 750 Highway 34, Matawan, NJ 07747 (the "Company") and Arie...Resignation Agreement • August 29th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design
EXHIBIT 10.11 ------------- AMENDMENT NO. 6 TO EMPLOYMENT AGREEMENT This Amendment dated November 22, 2006 hereby amends the Employment Agreement dated August 1, 2004 (the "Employment Agreement"), by and between iVoice Technology, Inc., a New Jersey...Employment Agreement • March 25th, 2009 • iVoice Technology, Inc. • Services-computer integrated systems design
Exhibit 10.12 Assignment and Assumption Agreement and Consent November 11, 2004 Re: Assignment by iVoice Technology , Inc., a Nevada corporation (the "Assignor") to and the Assumption by IVoice Technology , Inc., a New Jersey corporation (the...Assignment and Assumption Agreement • June 24th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design
Exhibit 10.34 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment dated September 29, 2005 hereby amends the Employment Agreement dated August 29, 2005 by and between iVoice Technology, Inc., a New Jersey corporation (hereinafter referred to as the...Employment Agreement • December 19th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design
Exhibit 10.9 EMPLOYMENT AGREEMENT AGREEMENT made as of August 1, 2004, by and between iVoice Technology, Inc., a Nevada corporation (hereinafter referred to as the "Company"), having an office at 750 Highway 34, Matawan, New Jersey 07747 and Jerome...Employment Agreement • April 7th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New York
Exhibit 10.25 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment dated June 15, 2005 hereby amends the Employment Agreement dated August 1, 2004, by and between iVoice Technology, Inc., a New Jersey corporation (hereinafter referred to as the...Employment Agreement • July 28th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design
EXHIBIT 10.1 ------------ AMENDMENT AGREEMENT ------------------- AMENDMENT AGREEMENT, dated of as November __, 2008, by and between IVOICE TECHNOLOGY, INC., a New Jersey corporation ("iVoice Tech"), and YA GLOBAL INVESTMENTS, L.P. (formerly, CORNELL...Agreement • November 26th, 2008 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
Exhibit 10.8 iVOICE TECHNOLOGY, INC. PLACEMENT AGENT AGREEMENTAgent Agreement • January 11th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
EXHIBIT 10.1 ------------ AMENDMENT NO. 5 TO EMPLOYMENT AGREEMENT This Amendment dated September 26, 2006 hereby amends the Employment Agreement dated August 1, 2004 (the "Employment Agreement"), by and between iVoice Technology, Inc., a New Jersey...Employment Agreement • September 28th, 2006 • iVoice Technology, Inc. • Services-computer integrated systems design
TERMINATION OF ADMINISTRATIVE SERVICES AGREEMENTTermination of Administrative Services Agreement • May 17th, 2010 • B Green Innovations, Inc. • Services-computer integrated systems design
This Termination of Administrative Services Agreement (the “Termination Agreement”) is entered on February 10, 2010 by and between iVoice, Inc., a New Jersey corporation, with its principal office at 750 Route 34, Matawan, NJ, 07747 (“iVoice”), and B Green Innovations, Inc., f/k/a iVoice Technology, Inc., a New Jersey corporation, with its principal office at 750 Route 34, Matawan, NJ, 07747 (the “Company”).
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • May 17th, 2010 • B Green Innovations, Inc. • Services-computer integrated systems design • New Jersey
This Administrative Services Agreement (the “Agreement”) is entered March 1, 2010 by and between B Green Innovations, Inc., a New Jersey corporation, with its principal office at 750 Route 34, Matawan, NJ, 07747 (“B Green”), and iVoice, Inc., a New Jersey corporation, with its principal office at 750 Route 34, Matawan, NJ, 07747 (the “Company”).
W I T N E S S E T H :Employment Agreement • March 16th, 2009 • iVoice Technology, Inc. • Services-computer integrated systems design
March 9, 2005 iVoice Technology, Inc. 750 Highway 34 Matawan, NJ 07747 Attention: Arie Seidler, CEO Re: iVoice Technology, Inc. / Cornell Capital Partners, LP Dear Mr. Seidler: This letter shall confirm that Cornell Capital Partners, LP (herein...iVoice Technology, Inc. • April 7th, 2005 • Services-computer integrated systems design
This letter shall confirm that Cornell Capital Partners, LP (herein "Cornell") has made a non-binding offer to iVoice Technology, Inc. (the "Company") to enter into a Standby Equity Distribution Agreement (the "SEDA") with the Company upon the terms detailed below:
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 1st, 2009 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
AGREEMENT AND PLAN OF MERGER ("Merger Agreement"), dated as of November 17, 2009, by and between iVoice Technology, a New Jersey corporation (the "Company"), and B Green Innovations, Inc., a New Jersey corporation ("the Subsidiary").
WITNESSETH:Corporate Contribution and General Conveyance Agreement • December 19th, 2005 • iVoice Technology, Inc. • Services-computer integrated systems design • New Jersey
