THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH...Netword Inc • November 16th, 1999 • Services-business services, nec • New York
EXHIBIT 10.4 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this "Agreement"), dated as of January 17, 2002 (the "Effective Date"), between Home Director, Inc., a Delaware corporation (the "Company"), and Bob Wise ("Employee"). WHEREAS, the Company...Employment Agreement • March 31st, 2003 • Home Director Inc • Communications equipment, nec • California
THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND,...Home Director Inc • August 4th, 2004 • Communications equipment, nec
EXHIBIT 9.1 VOTING AGREEMENT VOTING AGREEMENT, dated as of May 14, 2002 (this "Agreement"), among NETWORD, INC., a Delaware corporation ("Netword"), and the individuals and other parties listed on Schedule A attached hereto (each, a "Stockholder" and,...Voting Agreement • August 2nd, 2002 • Netword Inc • Services-business services, nec • Delaware
Exhibit 10.1Loan and Security Agreement • November 17th, 2003 • Home Director Inc • Communications equipment, nec • California
EXHIBIT 2.2 AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger • March 31st, 2003 • Home Director Inc • Communications equipment, nec • Delaware
EXHIBIT 4.31 WARRANT AGREEMENT (this "Agreement"). dated as of July 6, 2000, by and between HOME DIRECTOR, INC., a Delaware corporation (the "Company"), and SPENCER TRASK SECURITIES, INCORPORATED (the "Agent"). W I T N E S S E T H WHEREAS, in...Warrant Agreement • March 31st, 2003 • Home Director Inc • Communications equipment, nec • New York
THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND,...Home Director Inc • March 8th, 2004 • Communications equipment, nec
Shareholder Designee SUBSCRIPTION AGREEMENT Netword, Inc. 702 Russell Avenue Third Floor Gaithersburg, Maryland 20877 Ladies and Gentlemen: 1. Subscription. (a) The undersigned (the "Subscriber") hereby subscribes to purchase shares of common stock...Subscription Agreement • September 10th, 1999 • Netword Inc • Non-operating establishments • New York
THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND,...Home Director Inc • March 8th, 2004 • Communications equipment, nec
NETWORD, INC.Netword Inc • September 10th, 1999 • Non-operating establishments • New York
EXHIBIT 10.3 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this "Agreement"), dated as of September 24, 2001 (the "Effective Date") between Home Director, Inc., a Delaware corporation (the "Company"), and Donald B. Witmer ("Employee"). WHEREAS, the...Employment Agreement • March 31st, 2003 • Home Director Inc • Communications equipment, nec • North Carolina
ARTICLE 1 DEFINITIONS -----------Non-Competition Agreement • March 23rd, 2005 • Home Director Inc • Communications equipment, nec • Florida
THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND,...Home Director Inc • August 4th, 2004 • Communications equipment, nec
EXHIBIT ERegistration Rights Agreement • March 8th, 2004 • Home Director Inc • Communications equipment, nec • New York
EXHIBIT 4.9 WARRANT AGREEMENT (this "Agreement"). dated as of October 11, 2000, by and between HOME DIRECTOR, INC., a Delaware corporation (the "Company"), and SPENCER TRASK SECURITIES, INCORPORATED (the "Agent"). W I T N E S S E T H WHEREAS, pursuant...Warrant Agreement • March 31st, 2003 • Home Director Inc • Communications equipment, nec • New York
AGREEMENT OF MERGER AGREEMENT OF MERGER (the "Agreement") dated February 16, 1999 by and between NETWORD, INC., a Delaware corporation ("Surviving Corporation"), and NETWORD LLC, a Delaware limited liability company ("Disappearing LLC"). This...Agreement of Merger • September 10th, 1999 • Netword Inc • Non-operating establishments
ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (the "Agreement") is made as of May 14,2001 by and among DIGITAL INTERIORS, INC., a California corporation with its principal office in San Jose, California (the "Buyer"), LOS GATOS HOME THEATER,...Asset Purchase Agreement • March 31st, 2003 • Home Director Inc • Communications equipment, nec • Delaware
SERIES A-1 WARRANT NO.________________ _________________ SHARES THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE RULES AND...Netword Inc • September 10th, 1999 • Non-operating establishments • New York
EXHIBIT 4.8 LOCK-UP ESCROW AGREEMENT This LOCK-UP ESCROW AGREEMENT, dated as of _________, 2002 (this "Agreement"), by and among NETWORD, INC., a Delaware corporation ("Parent"), HOME DIRECTOR, INC., a Delaware corporation ("HD"), and [CONTINENTAL...Escrow Agreement • August 2nd, 2002 • Netword Inc • Services-business services, nec
SERIES C WARRANT NO. ________ ________ SHARES THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR STATE SECURITIES LAW AND MAY NOT BE...Netword Inc • September 10th, 1999 • Non-operating establishments • New York
GRAPHIC OMITTED] PACIFIC BUSINESS FUNDING A MEMBER OF THE GREATER BAY BANCORP FAMILY 20195 STEVENS CREEK BOULEVARD o SUITE #220 o CUPERTINO, CALIFORNIA 95014 TEL. (408) 255-9300 o FAX (408) 255-9313 FACTORING AGREEMENT This Factoring Agreement (the...Factoring Agreement • April 2nd, 2004 • Home Director Inc • Communications equipment, nec • California
AGREEMENTAgreement Agreement • September 10th, 2004 • Home Director Inc • Communications equipment, nec
RECITALSEmployment Agreement • March 8th, 2004 • Home Director Inc • Communications equipment, nec • California
EXHIBIT 99.3 PLACEMENT AGENCY AGREEMENT --------------------------Placement Agency Agreement • October 13th, 2004 • Home Director Inc • Communications equipment, nec • New York
SERIES B WARRANT NO. ________ ________ SHARES THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR APPLICABLE STATE OR FOREIGN SECURITIES...Netword Inc • September 10th, 1999 • Non-operating establishments • New York
RECITALS:Stock Purchase Agreement • March 31st, 2003 • Home Director Inc • Communications equipment, nec • New York
RECITALSEmployment Agreement • March 8th, 2004 • Home Director Inc • Communications equipment, nec • California
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT BY AND AMONG HOME DIRECTOR, INC. (AS "BUYER"), SPENCER TRASK INTELLECTUAL CAPITAL COMPANY LLCAsset Purchase Agreement • March 31st, 2003 • Home Director Inc • Communications equipment, nec • New York
EXHIBIT 10.5Sublease Agreement • March 31st, 2003 • Home Director Inc • Communications equipment, nec
2.4 Taxes. All payments required by this Agreement are THIS INTERNET DATA CENTER SERVICES AGREEMENT (this "Agreement") exclusive of all national, state, municipal or other is made effective as of the Submission Date April 21, 1999 governmental excise,...Center Services Agreement • December 15th, 1999 • Netword Inc • Services-business services, nec • California
NORTH CAROLINA LEASE AGREEMENT WAKE COUNTY SINGLE STORY FLEX BUILDINGNorth Carolina Lease Agreement • March 31st, 2003 • Home Director Inc • Communications equipment, nec
EXHIBIT 99.1 PLACEMENT AGENCY AGREEMENT --------------------------Placement Agency Agreement • October 13th, 2004 • Home Director Inc • Communications equipment, nec • New York
Regulation S SUBSCRIPTION AGREEMENT Netword, Inc. 702 Russell Avenue Third Floor Gaithersburg, Maryland 20877 Ladies and Gentlemen: 1. Subscription. The undersigned ("Subscriber") hereby subscribes to purchase Units at the purchase price of $1.00 per...Regulation S • September 10th, 1999 • Netword Inc • Non-operating establishments • New York
SUBSCRIPTION AGREEMENT ---------------------- Netword, Inc. 702 Russell Avenue Third Floor Gaithersburg, Maryland 20877 Ladies and Gentlemen: 1. Subscription. The undersigned ("Subscriber") hereby subscribes to purchase Units at the purchase price of...Subscription Agreement • September 10th, 1999 • Netword Inc • Non-operating establishments • New York
