Exhibit 10.1 SOFTLOCK.COM, INC. EMPLOYMENT AGREEMENT This AGREEMENT ("Agreement") is made effective as of this 17th day of April, 2000 by and between SoftLock.com, Inc., a Delaware corporation, with principal offices at Five Clock Tower Place, Suite...Employment Agreement • May 15th, 2000 • Softlock Com Inc • Blank checks • Massachusetts
BACKGROUNDEscrow Agreement • May 19th, 2000 • Softlock Com Inc • Blank checks • Delaware
Dated: December 21, 2000 SOFTLOCK.COM, INC. Common Stock Purchase Warrant THIS IS TO CERTIFY THAT, for value received, [_____________] (the "Initial Warrant Holder") and its successors and permitted assigns are entitled, subject to the terms and...Softlock Com Inc • January 5th, 2001 • Blank checks • Delaware
DATED AS OF MAY 12, 2000 BY AND AMONGAsset Purchase Agreement • May 19th, 2000 • Softlock Com Inc • Blank checks • Delaware
Exhibit 2.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is dated as of May 12, 2000, by and between SOFTLOCK.COM, INC., a Delaware corporation (the "Company"), and CHILI PEPPER, INC., a Massachusetts corporation...Registration Rights Agreement • May 19th, 2000 • Softlock Com Inc • Blank checks • Delaware
April 30, 2001 Jonathan Schull Dear Jonathan: SoftLock.com, Inc. (the "Company") makes the following offer to you in recognition of your past service to the Company and your agreement to act as the President and Chief Executive Officer of the Company:...Softlock Com Inc • May 15th, 2001 • Blank checks
W-[ ] Dated: November 10, 2000 SOFTLOCK.COM, INC. Common Stock Purchase Warrant THIS IS TO CERTIFY THAT, for value received, [__________] (the "Initial Warrant Holder") and its successors and permitted assigns are entitled, subject to the terms and...Softlock Com Inc • November 14th, 2000 • Blank checks • Delaware
SUPPLEMENT TO SERIES A PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • February 15th, 2000 • Softlock Com Inc • Blank checks
Exhibit 10.1 SHAREHOLDER AGREEMENT This SHAREHOLDER AGREEMENT (the "Agreement") is made and entered into as of November 10, 2000, among Softlock.com, Inc., a Delaware corporation ("Company"), and the shareholders of the Company identified on the...Shareholder Agreement • November 14th, 2000 • Softlock Com Inc • Blank checks • Massachusetts
Exhibit 99.7 NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION. THIS WARRANT...Softlock Com Inc • February 15th, 2000 • Blank checks • Delaware
Dated: December 21, 2000 SOFTLOCK.COM, INC. Preferred Stock Purchase Warrant THIS IS TO CERTIFY THAT, for value received, [_________] (the "Initial Warrant Holder") and its successors and permitted assigns are entitled, subject to the terms and...Softlock Com Inc • January 5th, 2001 • Blank checks • Delaware
ARTICLE I TERM OF EMPLOYMENTEmployment Agreement • May 19th, 2000 • Softlock Com Inc • Blank checks • Massachusetts
Dated: December 21, 2000 SOFTLOCK.COM, INC. Common Stock Purchase Warrant THIS IS TO CERTIFY THAT, for value received, [________________] (the "Initial Warrant Holder") and its successors and permitted assigns are entitled, subject to the terms and...Softlock Com Inc • January 5th, 2001 • Blank checks • Delaware
LEASE ----- DATE OF LEASE EXECUTION: Date: March 4, 1999 ARTICLE I REFERENCE DATA -------------- 1.1 SUBJECTS REFERRED TO: Each reference in this Lease to any of the following terms shall incorporate the date stated for that subject in this Section 1.1.Disturbance and Attornment Agreement • March 29th, 1999 • Softlock Com Inc • Blank checks
EXHIBIT A SOFTLOCK.COM, INC. SUBSCRIPTION AGREEMENT Name of Subscriber: ____________________________ THE SECURITIES OF SOFTLOCK.COM, INC. BEING SOLD PURSUANT TO THIS MEMORANDUM HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR...Softlock Com Inc • May 3rd, 1999 • Blank checks
BY AND AMONGSeries a Preferred Stock Purchase Agreement • January 18th, 2000 • Softlock Com Inc • Blank checks • Connecticut
Exhibit 99.8 NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION. THIS WARRANT...Softlock Com Inc • February 15th, 2000 • Blank checks • Delaware
SUPPLEMENT TO SERIES A PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • January 18th, 2000 • Softlock Com Inc • Blank checks
SCHEDULES AND EXHIBITSSchedules and Exhibits • January 5th, 2001 • Softlock Com Inc • Blank checks • Delaware
BY AND AMONGSeries B Preferred Stock and Warrant Purchase Agreement • February 15th, 2000 • Softlock Com Inc • Blank checks • Delaware
Exhibit 10.2 EXECUTION COPY AMENDED AND RESTATED SHAREHOLDERS' AND RIGHTS AGREEMENT THIS AMENDED AND RESTATED SHAREHOLDERS' AND RIGHTS AGREEMENT (this "Agreement") is made and entered into as of this 21st day of December, 2000, by and among...Shareholders' and Rights Agreement • January 5th, 2001 • Softlock Com Inc • Blank checks • Delaware
GENERAL RELEASE AND SEPARATION AGREEMENT THIS GENERAL RELEASE AND SEPARATION AGREEMENT (this "Agreement") is hereby entered into this 5th day of May, 2000, between KEITH LORIS (the "Employee") and SOFTLOCK.COM, INC. ("SoftLock") and SOFTLOCK SERVICES,...General Release and Separation Agreement • August 14th, 2000 • Softlock Com Inc • Blank checks
BRAMSON & PRESSMAN 1100 E. Hector Street Suite 410 Conshohocken, PA 19428 Phone: 610-260-4444 Fax: 610-260-4445Softlock Com Inc • May 15th, 2001 • Blank checks • Pennsylvania
EXHIBIT 10.1 NOTE AND WARRANT PURCHASE AGREEMENT THIS NOTE AND WARRANT PURCHASE AGREEMENT (this "Agreement") is made as of the 22nd day of September, 1999, by and among SOFTLOCK.COM, INC., a Delaware corporation (the "Company"), SOFTLOCK SERVICES,...Note and Warrant Purchase Agreement • November 15th, 1999 • Softlock Com Inc • Blank checks • Connecticut
Employment AgreementEmployment Agreement • August 12th, 1998 • Fieldcrest Corp • Blank checks
PLAN AND AGREEMENT OF REORGANIZATION This Plan and Agreement of Reorganization (this "Agreement") is entered into on this 22 day of May, 1998, by and among SoftLock Services, Inc, a Delaware corporation ("SoftLock"), Fieldcrest Corp., a Delaware...Plan and Agreement of Reorganization • June 12th, 1998 • Fieldcrest Corp • Blank checks • New York
