Netholdings Com Inc Sample Contracts

Recitals
Consulting Agreement • October 13th, 2004 • Global Axcess Corp • Finance services • Florida
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ARTICLE I. DEFINITIONS
Securities Purchase Agreement • November 1st, 2005 • Global Axcess Corp • Finance services • New York
ARTICLE I
Registration Rights Agreement • February 10th, 2004 • Global Axcess Corp • Finance services • Florida
Exhibit 4.4 "B" WARRANT AGREEMENT to Purchase Common Stock of XPLORER, S.A. Expiring August 4, 2001
Warrant Agreement • June 6th, 1997 • Xplorer S A • Gold and silver ores • California
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 28th, 2011 • Global Axcess Corp • Services-business services, nec

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof among the Company and the Purchaser (the "Purchase Agreement").

RECITALS
Operating Agreement • June 4th, 1997 • Xplorer S A • Gold and silver ores • Nevada
TABLE OF CONTENTS
Subscription Agreement • February 5th, 2004 • Global Axcess Corp • Finance services • Florida
BETWEEN
Stock Purchase Agreement • February 10th, 2004 • Global Axcess Corp • Finance services • Florida
RECITALS
Subordination Agreement • November 1st, 2005 • Global Axcess Corp • Finance services • Florida
COMMON STOCK PURCHASE WARRANT To Purchase 910,000 Shares of Common Stock of Global Axcess Corp.
Global Axcess Corp • January 28th, 2011 • Services-business services, nec

THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, CAMOFI Master LDC (the "Holder"), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the "Initial Exercise Date") and on or prior to the close of business on October 27, 2010, the five year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Global Axcess Corp., a Nevada corporation (the "Company"), 910,000 shares (the "Warrant Shares") of Common Stock, $0.001 par value, of the Company (the "Common Stock"). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

EXHIBIT 2.1 ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • June 15th, 2001 • Netholdings Com Inc • Gold and silver ores • Nevada
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 28th, 2011 • Global Axcess Corp • Services-business services, nec • New York

This Securities Purchase Agreement (this "Agreement") is dated as of October 27, 2005 between Global Axcess Corp., a Nevada corporation whose principal place of business is located at 224 Ponte Vedra Park Drive, Ponte Vedra Beach, Florida 32802 (the "Company"), and the Purchaser(s) listed on Schedule A attached hereto (including its successors and assigns, the "Purchasers").

RECITALS
Agreement and Plan of Merger • July 23rd, 2001 • Netholdings Com Inc • Gold and silver ores • California
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SECURITY AGREEMENT
Security Agreement • January 28th, 2011 • Global Axcess Corp • Services-business services, nec • New York

SECURITY AGREEMENT, dated as of October 27, 2005 (this "Agreement"), among Global Axcess Corp., a Nevada corporation (the "Company") and all of the Subsidiaries of the Company (such subsidiaries, the "Guarantors") (the Company and Guarantors are collectively referred to as the "Debtors") and the holder or holders of the Company's 9% Senior Subordinated Secured Convertible Notes due October 27, 2010 in the original aggregate principal amount of $3,500,000 (the "Notes"), signatory hereto, their endorsees, transferees and assigns (collectively referred to as, the "Secured Parties").

GLOBAL AXCESS CORP NONSTATUTORY STOCK OPTION AGREEMENT
Nonstatutory Stock Option Agreement • April 15th, 2011 • Global Axcess Corp • Services-business services, nec • Florida

This Nonstatutory Stock Option Agreement ("Agreement") is made and entered into as of the date set forth below, by and between GLOBAL AXCESS CORP, a Nevada corporation (the "Company"), and the director of the Company named in Section 1(b). ("Optionee"):

BACKGROUND
Asset Purchase Agreement • October 15th, 2004 • Global Axcess Corp • Finance services
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