Customer(s)" means all resellers, end users or OEMs of product(s) including, but not limited to, any joint venture or strategic alliance where the Customer holds twenty percent (20%) or greater equity interest (including educational, charitable and...Services Agreement • April 17th, 2000 • Instant Video Technologies Inc • Services-computer integrated systems design • California
LEASELease • December 6th, 1999 • Instant Video Technologies Inc • Services-computer integrated systems design
LOGO OMITTED] 500 Sansome Street, Suite 503 tel 415.391.4455 San Francisco fax 415.391.3392 California 94111 http://www.burst.com EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, dated as of the 16th day of August, 1999 (the "Effective Date") between...Employment Agreement • December 6th, 1999 • Instant Video Technologies Inc • Services-computer integrated systems design • California
1 Exhibit 10.29 FIFTH AMENDMENT TO LEASE This Fifth Amendment to Lease (this "Fifth Amendment") is entered into as of the 13th day of February, 1996 by and between 500 Sansome Street Company, a limited partnership ("Landlord") and Instant Video...Lease • January 27th, 1997 • Instant Video Technologies Inc • Services-computer integrated systems design
EXECUTION COPY SECURITIES PURCHASE AGREEMENT Securities Purchase Agreement (the "Agreement"), dated as of January 27, 2000, by and among Instant Video Technologies, Inc., a Delaware corporation (the "Company"), and each of the purchasers set forth on...Securities Purchase Agreement • April 13th, 2000 • Instant Video Technologies Inc • Services-computer integrated systems design • New York
EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, dated as of the 13th day of November, 1998 (the "Effective Date") between Instant Video Technologies, Inc. (the "Company"), a corporation, and Kyle Faulkner (the "Employee"). WHEREAS, the Company wishes...Employment Agreement • April 17th, 2000 • Instant Video Technologies Inc • Services-computer integrated systems design • California
RECITALSRegistration Rights Agreement • April 17th, 2000 • Instant Video Technologies Inc • Services-computer integrated systems design • New York
LICENSE AGREEMENT BETWEEN BURST.COM, INC. & EAGLE WIRELESS INTERNATIONAL, INC. This Agreement, entered into this 30th day of January 2001, is between Burst.Com, Inc. ("Burst"), a Delaware corporation with its principal place of business at 500 Sansome...License Agreement • April 17th, 2001 • Burst Com • Services-computer integrated systems design • California
3 4 3. LIMITED WARRANTYDevelopment and License Agreement • January 27th, 1997 • Instant Video Technologies Inc • Services-computer integrated systems design • Oklahoma
Amendment to Unit Purchase Agreement dated February 14, 1996 offered by Instant Video Technologies, Inc.Unit Purchase Agreement • April 15th, 1998 • Instant Video Technologies Inc • Services-computer integrated systems design
OFFICE LEASE AGREEMENT AMERICENTERS EXECUTIVE OFFICE NETWORK THIS LEASE made this 6th day of August, 1999, between AmeriCenter of Livonia whose address is 39111 W. Six Mile Rd. Livonia, MI 48152 (Landlord) and Instant Video Technologies whose address...Instant Video Technologies Inc • December 6th, 1999 • Services-computer integrated systems design
UNIT PURCHASE AGREEMENT This UNIT PURCHASE AGREEMENT (this "Agreement") is made and entered into as of February 14, 1996 by and among Instant Video Technologies, Inc., a Delaware corporation (the "Company"), and the parties listed on the Schedule of...Registration Rights Agreement • December 6th, 1999 • Instant Video Technologies Inc • Services-computer integrated systems design • California
RECITALSSecurities Purchase Agreement • April 17th, 2001 • Burst Com • Services-computer integrated systems design • California
STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (this "Agreement") is made and entered into as of __________, 199_ by and among Instant Video Technologies, Inc., a Delaware corporation (the "Company"), and ______________, whose address is...Stock Purchase Agreement • April 17th, 2000 • Instant Video Technologies Inc • Services-computer integrated systems design • California
EXHIBIT 10.5 LETTER AGREEMENT WITH W3 VENTURES, LTD DATED MAY 14, 2001 ----------------- W3 Ventures, Ltd. ----------------- 8 Elm Street Greenvale, NY 11548 (516) 396-1261 (508) 590-8474 eFax E-mail ritholtz@aol.com May 14, 2001 Richard Lang, CEO...Letter Agreement • April 15th, 2002 • Burst Com Inc • Services-computer integrated systems design
1 EXHIBIT 10.32 MARKETING ALLIANCE AGREEMENT This Marketing Alliance Marketing Agreement is made and entered into as of July 3, 1996 (the "Effective Date") between INSTANT VIDEO TECHNOLOGIES, INC., a Delaware corporation (hereinafter "IVT") and VYVX,...Marketing Alliance Agreement • January 27th, 1997 • Instant Video Technologies Inc • Services-computer integrated systems design
Modification #1 to that certain Marketing Alliance Agreement, dated July 3, 1996Instant Video Technologies Inc • May 29th, 1997 • Services-computer integrated systems design
Consult your lawyer before signing this lease -- it has important legal consequences. BUSINESS LEASE The Landlord and the Tenant agree to lease the Rental Space for the Term and at the Rent stated, as follows: (The words Landlord and Tenant include...Instant Video Technologies Inc • December 6th, 1999 • Services-computer integrated systems design
EXHIBIT 10.6 LENDER CREDITOR AGREEMENT WITH GORDON ROCK DATED NOVEMBER 16, 2001 LENDER CREDITOR AGREEMENT THIS LENDER CREDITOR AGREEMENT IS ENTERED INTO EFFECTIVE AS OF NOVEMBER 16, 2001 ("Creditor Agreement"), by Burst.com, Inc., a Delaware...Lender Creditor Agreement • April 15th, 2002 • Burst Com Inc • Services-computer integrated systems design • California
ContractBurst Com Inc • December 24th, 2001 • Services-computer integrated systems design • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY STATE SECURITIES LAWS, AND MAY BE OFFERED AND SOLD ONLY IF SO REGISTERED OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE. THE HOLDER OF THIS WARRANT AND SUCH SECURITIES MAY BE REQUIRED TO DELIVER TO THE COMPANY, IF THE COMPANY SO REQUESTS, AN OPINION OF COUNSEL (REASONABLY SATISFACTORY IN FORM AND SUBSTANCE TO THE COMPANY) TO THE EFFECT THAT AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT (OR QUALIFICATION UNDER STATE SECURITIES LAWS) IS AVAILABLE WITH RESPECT TO ANY TRANSFER OF THIS WARRANT AND SUCH SECURITIES THAT HAS NOT BEEN SO REGISTERED (OR QUALIFIED). THE COMPANY IS AUTHORIZED TO ISSUE MORE THAN ONE CLASS OF STOCK. A COPY OF THE PREFERENCES, POWERS, QUALIFICATIONS AND RIGHTS OF EACH CLASS AND SERIES WILL BE PROVIDED TO EACH STOCKHOLDER WITHOUT CHARGE, UPON WRITTEN REQUEST. THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF A
1 EXHIBIT 10.33 SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT (this "Agreement") is made and entered into as of October __, 1996, by and between Instant Video Technologies, Inc., a Delaware corporation ("IVT") and Bennett Johnston ("Johnston"), with...Settlement Agreement • January 27th, 1997 • Instant Video Technologies Inc • Services-computer integrated systems design • California
AGREEMENTAgreement • May 29th, 1997 • Instant Video Technologies Inc • Services-computer integrated systems design • California
LOGO] LEASE AND SERVICE AGREEMENT This Agreement is made this 1st Day of July 1999, by and between ALLIANCE/INTEROFFICE/KING ST., ("Lessor") (d/b/a Vantas) having offices known and numbered as Suite 600 (the "Facility") in the building located at 1800...Logo] Lease and Service Agreement • December 6th, 1999 • Instant Video Technologies Inc • Services-computer integrated systems design
PAT MEIER ASSOCIATES P.R. PAT MEIER ASSOCIATES, INC. PUBLIC RELATIONS SERVICES AGREEMENT (1) PARTIES: The parties to this Agreement are Pat Meier Associates, Inc., 120 Broadway Street, San Francisco, CA 94111 (PMA) and Instant Video Technologies,...Instant Video Technologies Inc • December 6th, 1999 • Services-computer integrated systems design
ContractBurst Com Inc • December 24th, 2001 • Services-computer integrated systems design
SECURED PROMISSORY NOTE ___________, 2001 U.S. $__________ FOR VALUE RECEIVED, Burst.com, Inc., a Delaware corporation (“Maker”), hereby promises to pay to GORDON ROCK, or order (“Payee” or “Holder”), the principal sum of _______________________________ Dollars ($__________), payable as set forth herein, with interest at the rate of nine percent (9%) per annum payable on or before the earlier to occur of (i) a sale of all or substantially all of the assets of Maker or (ii) a transaction effecting a change in control of Maker whereby after such transaction the shareholders immediately prior to such transaction do not own a majority of the voting stock of Maker immediately after such transaction or (iii) ______________ (the “Due Date”). This Promissory Note (the “Note”) shall be secured by any and all assets of the Maker (the “Collateral”). The Collateral description is set forth more fully in a Security Agreement entered into by and between Maker and the original Holder hereof (the “Sec
ContractSecurity Agreement • December 24th, 2001 • Burst Com Inc • Services-computer integrated systems design • California
SECURITY AGREEMENT THIS SECURITY AGREEMENT IS ENTERED INTO EFFECTIVE AS OF APRIL 18, (“Security Agreement”), by Burst.com, Inc., a Delaware corporation (“Grantor”), in favor of GORDON ROCK and MERCER MANAGEMENT, INC. (collectively, the “Secured Party”). RECITALS A. Secured Party has made and has agreed to make certain further advances of money and to extend certain financial accommodations to Grantor pursuant to various promissory notes entered into on or prior to the date hereof and to be entered into by Grantor from time to time (collectively, the “Loans”). B. Secured Party has agreed to make a loan on even date herewith and possibly additional loans to Grantor, but only upon the condition, among others, that Grantor shall have executed and delivered to Secured Party this Security Agreement. AGREEMENT NOW, THEREFORE, in order to induce Secured Party to make a loan on even date herewith, to extend the due dates on existing loans and for other good and valuable consideration, the rec
EXHIBIT 10.36 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, dated as of the______ day of___________ , 1998 (the "Effective Date") between Instant Video Technologies, Inc. (the "Company"), a corporation, and Richard Lang (the "Employee"). WHEREAS,...Employment Agreement • August 12th, 1998 • Instant Video Technologies Inc • Services-computer integrated systems design • California
1 EXHIBIT 10.37 June 9, 1998 Mr. Michael Darville Draysec Finance Limited Windermere House 404 East Bay Street, P.O. Box SS-5539 Nassau, Bahamas Dear Mr. Darville: Thank you for your commitment to provide IVT with additional bridge financing at this...Instant Video Technologies Inc • August 12th, 1998 • Services-computer integrated systems design
