STOCK PURCHASE AGREEMENT This Stock Purchase Agreement, dated as of March 10, 2000, is by and between Intellicall, Inc., a Delaware corporation ("Seller") and Gotthardfin Limited, Nassau, Bahamas, a wholly-owned subsidiary of Banca del Gottardo...Stock Purchase Agreement • May 15th, 2000 • Intellicall Inc • Communications services, nec • Delaware
FINOVA Loan and Security Agreement Borrower: INTELLICALL, INC. Address: 2155 Chenault Avenue, Suite 410 Carrollton, Texas 75006-5023 Date: November 13, 1996 THIS LOAN AND SECURITY AGREEMENT ("Agreement") dated the date set forth above, is entered into...Loan and Security Agreement • December 5th, 1996 • Intellicall Inc • Communications services, nec • Arizona
EXHIBIT 10.23 FIFTH AMENDMENT TO NOTE PURCHASE AGREEMENT THIS FIFTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this "Amendment") is made as of March 29, 1996 by and between Intellicall, Inc., a Delaware corporation (together with its successors, assigns...Note Purchase Agreement • March 29th, 1996 • Intellicall Inc • Communications services, nec • New York
RECITALSRegistration Rights Agreement • July 30th, 1997 • Intellicall Inc • Communications services, nec • Delaware
LOAN AND SECURITY AGREEMENT Dated as of August 29, 1997Loan and Security Agreement • September 17th, 1997 • Intellicall Inc • Communications services, nec • Georgia
ARTICLE I MERGER OF INTERLINK COS. WITH AND INTO ILDMerger Agreement • December 30th, 1997 • Intellicall Inc • Communications services, nec • Georgia
RECITALSSecurities Purchase Agreement • July 24th, 1997 • Intellicall Inc • Communications services, nec • Delaware
January 18, 2000 AGREEMENT AND PLAN OF MERGER By and Among HEADS UP TECHNOLOGIES, INC., INTELLICALL, INC. and H.U.T.I. ACQUISITION, INC. Dated as of January 18, 2000 TABLE OF CONTENTSAgreement and Plan of Merger • May 16th, 2000 • Intellicall Inc • Communications services, nec • Texas
EXHIBIT 10.2 ----------- STOCK PURCHASE AGREEMENT This Stock Purchase Agreement, dated as of March 10, 2000, is by and between Intellicall, Inc., a Delaware corporation ("Seller") and Gotthardfin Limited, Nassau, Bahamas, a wholly-owned subsidiary of...- Stock Purchase Agreement • May 16th, 2000 • Intellicall Inc • Communications services, nec • Delaware
Amendment to Stock Purchase Agreement Effective June 1, 2000, the stock purchase agreement, dated as of March 10, 2000 (the "Stock Purchase Agreement") between Intellicall, Inc. ("Seller") and Gotthardfin Limited ("Purchaser") is amended to read as...Stock Purchase Agreement • November 14th, 2000 • Intellicall Inc • Communications services, nec
TERMS OF THE "WARRANTS" OF THE COMPANY 1. General The Warrants are issuable in bearer form and have the benefit of and are subject to the provisions for the exercise thereof contained in the Warrant Agency Agreement to be dated as of December 22, 1995...Intellicall Inc • January 5th, 1996 • Communications services, nec • Ticino
RECITALSAgreement and Plan of Merger • April 16th, 2002 • Wireless Webconnect Inc • Telephone & telegraph apparatus • Texas
RECEIVABLES SALE AGREEMENT Dated as of December 21, 1998 by and between INTELLICALL, INC., as Seller and Subservicer, and RFC CAPITAL CORPORATION, as Purchaser and Master Servicer RECEIVABLES SALE AGREEMENT (the "Agreement"), dated as of December 21,...Receivables Sale Agreement • February 18th, 1999 • Intellicall Inc • Communications services, nec • Ohio
ARTICLE I PURCHASE AND SALE OF ASSETSAsset Purchase Agreement • September 17th, 1997 • Intellicall Inc • Communications services, nec
FINOVA SECURED REVOLVING CREDIT NOTEIntellicall Inc • December 5th, 1996 • Communications services, nec
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT This Second Amendment to Loan and Security Agreement ("Second Amendment") dated as of the 21st day of July, 1997 is by and between INTELLICALL, INC., a Delaware corporation ("Borrower") and FINOVA...Loan and Security Agreement • July 30th, 1997 • Intellicall Inc • Communications services, nec • Arizona
EX-10.2 3 STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 8th, 2001 • Intellicall Inc • Communications services, nec • Delaware
EXHIBIT 1 STOCK PURCHASE AND EXCHANGE AGREEMENT THIS STOCK PURCHASE AND EXCHANGE AGREEMENT (this "Agreement"), dated as of February 1, 2002 (the "Effective Date"), is entered into by and among Wireless WebConnect!, Inc., a Delaware corporation...Stock Purchase and Exchange Agreement • February 20th, 2002 • Wireless Webconnect Inc • Telephone & telegraph apparatus • Delaware
BACKGROUNDLoan and Security Agreement • November 13th, 1997 • Intellicall Inc • Communications services, nec • Arizona
EX-10.1 2 MERGER AGREEMENT AND AMENDMENTSAgreement and Plan of Merger • January 8th, 2001 • Intellicall Inc • Communications services, nec • Texas
FOURTH AMENDMENT, LIMITED WAIVER AND CONSENT THIS FOURTH AMENDMENT, LIMITED WAIVER AND CONSENT (this "Waiver") is made as of March 17, 1995 by and between Intellicall, Inc., a Delaware corporation (together with its successors,assigns and transferees,...Intellicall Inc • November 15th, 1995 • Communications services, nec • New York
ARTICLE 1 ESTABLISHMENT OF ILDOrganization Agreement • January 8th, 2001 • Intellicall Inc • Communications services, nec • Delaware
ANNEX A TERMS OF THE NOTES 22 ANNEX B DEFINITIVE NOTE (FACE) 38 ANNEX C INTEREST COUPONS 40 ANNEX D GLOBAL NOTE 41 ANNEX E TERMS OF THE WARRANTS 43 ANNEX F DEFINITIVE WARRANT (FACE) 60 ANNEX G GLOBAL WARRANT 62 ANNEX H CONVERSION AGENCY AGREEMENT 64...Note and Warrant Purchase • December 5th, 1996 • Intellicall Inc • Communications services, nec • New York
TERM NOTE FOR VALUE RECEIVED, on ______________, 2001, the undersigned promise to pay to the order of NationsBank, N.A. (hereinafter, together with any holder hereof, called "Holder") at Atlanta, Georgia (or at such other place as the Holder may...Intellicall Inc • September 17th, 1997 • Communications services, nec
AMENDMENT TO STOCK PURCHASE AGREEEMENT Effective June 1, 2000, the stock purchase agreement, dated as of March 10, 2000 between Intellicall, Inc. ("Seller") and Gotthardfin Limited ("Purchaser") is amended to read as follows: Further Agreements....Stock Purchase Agreeement • January 8th, 2001 • Intellicall Inc • Communications services, nec
EXHIBIT 2.4 BUSINESS RELATIONSHIP RESTRUCTURING AGREEMENT This Business Relationship Restructuring Agreement (this "Agreement") is made and entered into as of March 12, 2002, by and between Wireless WebConnect!, Inc., a Delaware corporation (the...Business Relationship Restructuring Agreement • April 16th, 2002 • Wireless Webconnect Inc • Telephone & telegraph apparatus • Delaware
Amendment to Stock Purchase Agreement Effective June 1, 2000, the stock purchase agreement, dated as of March 10, 2000 (the "Stock Purchase Agreement") between Intellicall, Inc. ("Seller") and Gotthardfin Limited ("Purchaser") is amended to read as...Amendment to Stock Purchase Agreement • January 8th, 2001 • Intellicall Inc • Communications services, nec
I. SUBJECT 4 II. ANNEXES 5 III. SALES RESTRICTIONS 6 IV. COMMISSION AND EXPENSES 10 V. WARRANTIES 11 VI. PAYMENT TO THE COMPANY 13 VII. CONDITIONS TO THE OBLIGATIONS OF BANCA DEL GOTTARDO 14 VIII. INFORMATION MEMORANDUM 15 IX. PRINTING OF THE NOTES...Note and Warrant Purchase • January 5th, 1996 • Intellicall Inc • Communications services, nec • New York
AMENDMENT NO. 1 This Amendment No. I (the "Amendment") is made this 29th day of August, 1997, to that certain Asset Purchase Agreement made by and between WorldCom, Inc. ("WorldCom") and ILD Teleservices, Inc. (f/k/a ILD Communications, Inc,; "ILD"),...Intellicall Inc • September 17th, 1997 • Communications services, nec
