SECURITY AGREEMENTSecurity Agreement • August 18th, 2006 • Ustelematics Inc • New York
Exhibit F COLLATERAL AGENT AGREEMENTCollateral Agent Agreement • December 15th, 2006 • Ustelematics Inc • Radio & tv broadcasting & communications equipment • New York
COLLATERAL AGENT AGREEMENT (this “Agreement”) dated as of December 7, 2006, among Axiom Capital Management, Inc. (the “Collateral Agent”), and the parties identified on Schedule A hereto (each, individually, a “Lender” and collectively, the “Lenders”), who hold or will acquire 9% Secured Convertible Debentures due December 7, 2008 issued or to be issued by USTelematics, Inc. (“Parent”), a Delaware corporation, at or about the date of this Agreement as described in the Security Agreement referred to in Section 1(a) below (collectively herein the “Debentures”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 18th, 2006 • Ustelematics Inc • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April ___, 2006 among Mobilier Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
FORM OF AGREEMENT ECHOSTAR SATELLITE L.L.C. DISTRIBUTOR RETAILER AGREEMENTDistributor Retailer Agreement • October 16th, 2006 • Ustelematics Inc • Radio & tv broadcasting & communications equipment • Colorado
This Distributor Retailer Agreement (the "Agreement") is made and effective as of ___________ (the “Effective Date”), by and between EchoStar Satellite L.L.C., formerly known as EchoStar Satellite Corporation (“EchoStar”), having a place of business at 9601 S. Meridian Blvd., Englewood, Colorado 80112, and The Conpany having a place of business at __________ "Retailer").
EXCLUSIVE PLUS ONE AUTHORIZED AGENCY AGREEMENT FOR COMMERCIAL MOBILE RADIO SERVICE BETWEEN US TELEMATICS AND VERIZON WIRELESS VERIZON WIRELESS CONFIDENTIAL AND PROPRIETARY INFORMATION NOT TO BE COPIED OR DISCLOSED WITHOUT VERIZON WIRELESS' WRITTEN...Authorized Agency Agreement • October 16th, 2006 • Ustelematics Inc • Radio & tv broadcasting & communications equipment • New York
THIS AGREEMENT, (hereinafter the “Agreement”) is between Cellco Partnership, on behalf of itself and its affiliates, doing business as Verizon Wireless, located at 1515 Woodfield Rd., Suite 1400, Schaumburg, Illinois 60173 (hereinafter “Verizon Wireless”), and US Telematics with its principal place of business at 335 Richert Drive, Wood Dale, IL 60191 (hereinafter “Authorized Agent”).
USTELEMATICS, INC. SECURITIES PURCHASE AGREEMENT December 6, 2006Securities Purchase Agreement • December 15th, 2006 • Ustelematics Inc • Radio & tv broadcasting & communications equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 6, 2006, 2006 among USTelematics, Inc., a Delaware corporation (formerly known as Mobilier, Inc.) (the “Company”), each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”) and each exchanging owner of Bridge Debentures (as defined herein)(each Purchaser and each such exchanging owner, including its successors and assigns a “Holder” and, collectively, the “Holders”).
COMPENSATION AGREEMENTCompensation Agreement • April 3rd, 2008 • Ustelematics Inc • Radio & tv broadcasting & communications equipment
This Compensation Agreement is dated as of January 17, 2008 by and between USTelematics, Inc., a Delaware corporation (the “Company”) and the law firm of Sichenzia Ross Friedman Ference LLP (“Consultant”).
SECURED DEBENTUREUstelematics Inc • August 18th, 2006 • New York
This Debenture has been entered into pursuant to the terms of a Securities Purchase Agreement between the Borrower and the Holder, dated of even date herewith (the “Purchase Agreement”), and shall be governed by the terms of such Purchase Agreement. Unless otherwise separately defined herein, all capitalized terms used in this Debenture shall have the same meaning as is set forth in the Purchase Agreement. The following terms shall apply to this Debenture:
Exhibit D AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • December 15th, 2006 • Ustelematics Inc • Radio & tv broadcasting & communications equipment • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 15th, 2006 • Ustelematics Inc • Radio & tv broadcasting & communications equipment • Delaware
This Registration Rights Agreement (“Agreement”) is entered into as of December 7, 2006, between USTelematics, Inc., a Delaware corporation with offices at 335 Richert Drive, Wood Dale IL 60109 (the “Company”) and each of the parties listed under “Holders” hereto (each, a “Holder”).
