LML Payment Systems Inc Sample Contracts

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BETWEEN
Share Purchase Agreement • November 14th, 2000 • LML Payment Systems Inc • Services-business services, nec • Texas
WITNESSETH: ----------
Settlement Agreement • November 14th, 2000 • LML Payment Systems Inc • Services-business services, nec • Florida
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 1st, 2008 • LML Payment Systems Inc • Services-business services, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of March 26, 2008, among LML Payments Systems, Inc., a Yukon corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”); and

EXHIBIT 2.1 OFFICE LEASE BUILDING: RIVERBEND PARK LANDLORD: 1330 RIVERBEND INVESTMENT CORP. TENANT: CFDATA CORP. TABLE OF CONTENTS
Office Lease • September 29th, 2000 • LML Payment Systems Inc • Services-advertising • Texas
MANAGEMENT LOCK-UP AND SUPPORT AGREEMENT
Management Lock-Up and Support Agreement • September 24th, 2012 • LML Payment Systems Inc • Services-business services, nec • British Columbia

WHEREAS the Seller is the legal and beneficial (as defined in Rule 13d-3 under the Securities Exchange act of 1934) owner of such number of shares (“Shares”) of each class of capital stock of LML Payment Systems Inc. (the “Company”) and/or options to acquire Shares (“Options”) of the Company as is indicated on the signature page of this Agreement;

SHAREHOLDER LOCK-UP AND SUPPORT AGREEMENT
Shareholder Lock-Up and Support Agreement • September 24th, 2012 • LML Payment Systems Inc • Services-business services, nec • British Columbia

WHEREAS the Seller is the legal and beneficial (as defined in Rule 13d-3 under the Securities Exchange act of 1934) owner of such number of shares (“Shares”) of each class of capital stock of LML Payment Systems Inc. (the “Company”) and/or options to acquire Shares (“Options”) of the Company as is indicated on the signature page of this Agreement;

Digital River, Inc. (“Digital River”) and LML Acquisition Corp. (the “Purchaser”) and LML Payment Systems Inc. (the “Company”) ARRANGEMENT AGREEMENT September 21, 2012
Arrangement Agreement • September 24th, 2012 • LML Payment Systems Inc • Services-business services, nec • British Columbia

NOW THEREFORE THIS AGREEMENT WITNESSES THAT, in consideration of the respective covenants and agreements hereinafter contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the Parties hereto agree as follows:

EMPLOYMENT AGREEMENT
Employment Agreement • February 10th, 2009 • LML Payment Systems Inc • Services-business services, nec • British Columbia

NOW, THEREFORE, in consideration of the premises and the mutual covenants set forth below and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties agree as follows:

AMENDING AGREEMENT
Amending Agreement • November 15th, 2011 • LML Payment Systems Inc • Services-business services, nec
LOCK-UP AND SUPPORT AGREEMENT
Lock-Up and Support Agreement • September 24th, 2012 • LML Payment Systems Inc • Services-business services, nec • British Columbia

WHEREAS the Seller is the legal and beneficial (as defined in Rule 13d-3 under the Securities Exchange act of 1934) owner of such number of shares (“Shares”) of each class of capital stock of LML Payment Systems Inc. (the “Company”) and/or options to acquire Shares (“Options”) of the Company as is indicated on the signature page of this Agreement;

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • April 7th, 2006 • LML Payment Systems Inc • Services-business services, nec • Delaware

THIS SETTLEMENT AND PATENT CROSS-LICENSE AGREEMENT (the “Settlement and License Agreement”) is entered on April 3, 2006 (the “Effective Date”) by and among LML Patent Corp., a Delaware corporation having its principal place of business at Corporation Trust Centre, 1209 Orange Street, City of Wilmington, County of New Castle, Delaware, 19801, LML Payment Systems, Inc., a Canadian entity with its principal place of business at 1140 West Pender Street, Suite 1680, Vancouver, British Columbia, Canada V6E4G1 and LML Payment Systems Corp., a Delaware corporation with its principal place of business at 1330 RiverBend Drive, Suite 600, Dallas, Texas 75247 (collectively “LML”), and TeleCheck Services, Inc. and TeleCheck International, Inc., both Delaware corporations having their principal place of business at 5251 Westheimer Road, Houston, Texas 77056 (collectively “TeleCheck”) and First Data Corp., a Delaware corporation with its principal place of business at 6200 South Quebec Street, Greenw

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • June 20th, 2012 • LML Payment Systems Inc • Services-business services, nec • New York

This Settlement and License Agreement (“Agreement”) is entered into as of March 5, 2012 (the “Effective Date”) by and between LML Patent Corp., a corporation organized under the laws of Delaware (“Plaintiff”), and JPMorgan Chase Bank, N.A. , a national association with a principal place of business at 270 Park Avenue, New York, NY 10017 (“Defendant”).

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • February 14th, 2011 • LML Payment Systems Inc • Services-business services, nec • Texas

This Settlement and License Agreement (the “Agreement”) is entered into by LML Patent Corp (“LML”), on the one hand, and Fifth Third Bank (“Fifth Third Bank”), on the other hand. LML and Fifth Third Bank are individually referred to as “Party” and collectively as the “Parties.” This Agreement is effective as of November 10, 2010 (“Effective Date”).

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • November 15th, 2010 • LML Payment Systems Inc • Services-business services, nec • Texas

This Settlement and License Agreement (the “Agreement”) is entered into by LML Patent Corp (“LML”), on the one hand, and First National Bank of Omaha and First National Merchant Solutions, LLC (f/k/a SPC Inc.) (collectively referred to as the “First National Defendants”), on the other hand. LML and First National Defendants are individually referred to as “Party” and collectively as the “Parties.” This Agreement is effective as of October 4, 2010 (“Effective Date”).

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SECURITY AGREEMENT
Security Agreement • September 3rd, 2009 • LML Payment Systems Inc • Services-business services, nec • British Columbia

THIS AGREEMENT made as of the 28th day of August, 2009 executed by LML PAYMENT SYSTEMS INC., a corporation continued under the laws of the Yukon, (herein called “Borrower”) in favour of THE TORONTO-DOMINION BANK (herein called the “Bank”).

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • June 16th, 2011 • LML Payment Systems Inc • Services-business services, nec • Texas

This Settlement and License Agreement (the “Agreement”) is entered into by LML Patent Corp (“LML”), on the one hand, and Citigroup Inc. (“Citi”), on the other hand. LML and Citi are individually referred to as a “Party” and collectively as the “Parties.” This Agreement is effective as of March 7, 2011 (“Effective Date”).

AMENDING AGREEMENT
Amending Agreement • August 12th, 2011 • LML Payment Systems Inc • Services-business services, nec
AMENDING AGREEMENT
Amending Agreement • February 10th, 2009 • LML Payment Systems Inc • Services-business services, nec
MANAGEMENT LOCK-UP AND SUPPORT AGREEMENT
And Support Agreement • September 24th, 2012 • LML Payment Systems Inc • Services-business services, nec • British Columbia

WHEREAS the Seller is the legal and beneficial (as defined in Rule 13d-3 under the Securities Exchange act of 1934) owner of such number of shares (“Shares”) of each class of capital stock of LML Payment Systems Inc. (the “Company”) and/or options to acquire Shares (“Options”) of the Company as is indicated on the signature page of this Agreement;

AMENDING AGREEMENT
Amending Agreement • June 6th, 2007 • LML Payment Systems Inc • Services-business services, nec

NOW, THEREFORE, THIS AMENDING AGREEMENT WITNESSES that in consideration of $10.00 and the premises, covenants, conditions and provisions hereof, and for other good and valuable consideration, (the receipt and sufficiency whereof is hereby acknowledged), the parties hereto agree to amend the Arrangement Agreement as follows:

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • June 20th, 2012 • LML Payment Systems Inc • Services-business services, nec • Delaware

This Settlement and License Agreement (the “Agreement”) is entered into by LML Patent Corp., (“LML”) on the one hand, and Deutsche Bank Trust Company Americas (“DBTCA”) on the other hand. LML and Deutsche Bank are individually referred to as a “Party” and collectively as the “Parties.” This Agreement is effective as of March 12, 2012 (“Effective Date”).

EMPLOYMENT AGREEMENT BETWEEN ROBERT E. PEYTON AND PHOENIX EPS, INC. MADE EFFECTIVE AS OF JULY 9, 2000 EMPLOYMENT AGREEMENT
Employment Agreement • June 27th, 2003 • LML Payment Systems Inc • Services-business services, nec • Arizona

NOW, THEREFORE, in consideration of the mutual promises, representations, warranties and covenants stated in this Agreement, and the other good and valuable consideration exchanged between the parties, the receipt and sufficiency of which are hereby acknowledged, the Corporation and Employee intending to be legally bound agree as follows:

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • February 12th, 2010 • LML Payment Systems Inc • Services-business services, nec • New York

This Settlement and License Agreement (the “Agreement”) is entered into by LML Patent Corp., (“LML”) and The Royal Bank of Scotland plc. (“RBS”). LML and RBS are individually referred to as “Party” and collectively as the “Parties.” This Agreement is effective as of the 29th day of December, 2009 (“Effective Date”).

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • August 13th, 2010 • LML Payment Systems Inc • Services-business services, nec • Texas

This Settlement and License Agreement (the “Agreement”) is entered into by LML Patent Corp (“LML”), on the one hand, and Union Bank, N.A. (“Union Bank”), on the other hand. LML and Union Bank are individually referred to as “Party” and collectively as the “Parties.” This Agreement is effective as of July 23, 2010 (“Effective Date”).

AMENDING AGREEMENT
Amending Agreement • November 9th, 2007 • LML Payment Systems Inc • Services-business services, nec

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and other valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the parties hereto covenant and agree as follows:

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • February 14th, 2011 • LML Payment Systems Inc • Services-business services, nec • Texas

This Settlement and License Agreement (the “Agreement”) is entered into by LML Patent Corp (“LML”), on the one hand, and Regions Bank (“Regions Bank”), on the other hand. LML and Regions Bank are individually referred to as “Party” and collectively as the “Parties.” This Agreement is effective as of November 12, 2010 (“Effective Date”).

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • November 14th, 2011 • LML Payment Systems Inc • Services-business services, nec • Delaware

This Settlement and License Agreement (the "Agreement") is entered into by LML Patent Corp., on the one hand, and Wells Fargo Bank, N.A., on the other hand. LML and Wells Fargo are individually referred to as a "Party" and collectively as the "Parties." This Agreement is effective as of September 6, 2011 ("Effective Date").

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