ARTICLE 1 REGISTRATION RIGHTSRegistration Rights Agreement • June 23rd, 2005 • Usn Corp • Retail-jewelry stores • Colorado
OFFICE OF THE UNITED STATES TRUSTEE ------------------------------------------- ------------------------------------------------------------------------------- ---------- ) ------------------------------------------------------------------- IN RE: ) |...Usn Corp • April 18th, 2005 • Retail-jewelry stores
OFFICE OF THE UNITED STATES TRUSTEE ------------------------------------------- ------------------------------------------------------------------------------- ---------- ------------------------------------------------------------------- IN RE: ) |...Usn Corp • April 18th, 2005 • Retail-jewelry stores
EXHIBIT 10.7 EMPLOYMENT AGREEMENT -------------------- THIS EMPLOYMENT AGREEMENT ("AGREEMENT") is made as of October 18, 2005 by and between USN Corporation, a Colorado Corporation (the "COMPANY") and Mark Miller (the "EXECUTIVE"). The parties are...Employment Agreement • October 24th, 2005 • Usn Corp • Retail-jewelry stores • Delaware
OFFICE OF THE UNITED STATES TRUSTEE ------------------------------------------- ------------------------------------------------------------------------------- ---------- ) ------------------------------------------------------------------- IN RE: ) |...Usn Corp • April 18th, 2005 • Retail-jewelry stores
OFFICE OF THE UNITED STATES TRUSTEE ------------------------------------------- ------------------------------------------------------------------------------- ---------- ) ------------------------------------------------------------------- IN RE: ) |...Usn Corp • April 18th, 2005 • Retail-jewelry stores
1 Exhibit 10.6 FIRST AMENDMENT TO MANAGEMENT SERVICES AGREEMENT This First Amendment, dated January 28, 2000 (this "Amendment"), is entered into by and between AmazeScape.com Inc., a Nevada corporation (the "Company"), and Infusion Capital Partners,...Management Services Agreement • February 16th, 2000 • Premier Concepts Inc /Co/ • Retail-jewelry stores
INTRODUCTIONEmployment Agreement • February 16th, 2000 • Premier Concepts Inc /Co/ • Retail-jewelry stores • Nevada
SECTION 2 REPRESENTATIONS AND WARRANTIES OF THE COMPANYUnderwriting Agreement • February 20th, 1997 • Premier Concepts Inc /Co/ • Retail-jewelry stores • Colorado
EXHIBIT 10.1 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement ("Agreement") is entered into this 17th day of June, 2005 (the "Effective Date"), by and among USN CORPORATION (FORMERLY KNOWN AS PREMIER CONCEPTS, INC.), a Colorado corporation...Stock Purchase Agreement • June 23rd, 2005 • Usn Corp • Retail-jewelry stores • California
OFFICE OF THE UNITED STATES TRUSTEE ------------------------------------------- ------------------------------------------------------------------------------- ---------- ) ------------------------------------------------------------------- IN RE: ) |...Usn Corp • April 18th, 2005 • Retail-jewelry stores
SECTION 2 REPRESENTATIONS AND WARRANTIES OF THE COMPANYUnderwriting Agreement • April 11th, 1997 • Premier Concepts Inc /Co/ • Retail-jewelry stores • Colorado
AGREEMENT ---------Asset Purchase Agreement • June 23rd, 2005 • Usn Corp • Retail-jewelry stores • California
OFFICE OF THE UNITED STATES TRUSTEE Exhibit 99.1 PAGE 1 CENTRAL DISTRICT OF CALIFORNIAUsn Corp • December 23rd, 2004 • Retail-jewelry stores
EXHIBIT 4.9 CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT THIS CONVERTIBLE NOTE PURCHASE AGREEMENT is made and entered into this _____ day of _______________, 199__, by and between PREMIER CONCEPTS, INC., a Colorado corporation (the "Company"), and...Note and Warrant Purchase Agreement • April 11th, 1997 • Premier Concepts Inc /Co/ • Retail-jewelry stores • Colorado
The securities in the form of Incentive Stock Options of Premier Concepts, Inc. have not been registered under the Securities Act of 1933, as amended, or under any state securities laws. Such securities cannot be sold, transferred, assigned or...Premier Concepts Inc /Co/ • October 14th, 1997 • Retail-jewelry stores
WITNESSETHEmployment Agreement • May 14th, 1999 • Premier Concepts Inc /Co/ • Retail-jewelry stores • Colorado
MASTER SELECTED DEALER AGREEMENTMaster Selected Dealer Agreement • February 20th, 1997 • Premier Concepts Inc /Co/ • Retail-jewelry stores
RECITALSServices Provider Agreement • February 16th, 2000 • Premier Concepts Inc /Co/ • Retail-jewelry stores • New Jersey
WITNESSETHEmployment Agreement • May 14th, 1999 • Premier Concepts Inc /Co/ • Retail-jewelry stores • Colorado
RECITALSAssignment and Purchase Agreement • August 4th, 2005 • Usn Corp • Retail-jewelry stores • California
WITNESSETHEmployment Agreement • February 16th, 2000 • Premier Concepts Inc /Co/ • Retail-jewelry stores
FIRST STOCK PURCHASE AGREEMENT This Agreement is made this 11th day of March, 1999, by and between Premier Concepts, Inc., a Colorado corporation ("Premier"), and Equisition Capital, LLC, a Delaware limited liability company ("Equisition"). In...First Stock Purchase Agreement • May 14th, 1999 • Premier Concepts Inc /Co/ • Retail-jewelry stores • Pennsylvania
PREMIER CONCEPTS, INC. AGREEMENT AMONG UNDERWRITERS Cohig & Associates, Inc. As Representative of the Several Underwriters Cohig & Associates, Inc. 6300 South Syracuse Way, Suite 430 Englewood, Colorado 80111 Dear Sirs: We wish to confirm the...Premier Concepts Inc /Co/ • February 20th, 1997 • Retail-jewelry stores • Colorado
PREMIER CONCEPTS, INC. COHIG & ASSOCIATES, INC. REPRESENTATIVE'S SHARE OPTION AGREEMENTPremier • February 20th, 1997 • Premier Concepts Inc /Co/ • Retail-jewelry stores • Colorado
EXHIBIT 10.13 STANDSTILL AGREEMENTStandstill Agreement • October 29th, 1996 • Premier Concepts Inc /Co/ • Land subdividers & developers (no cemeteries)
1 Exhibit 10.5 MANAGEMENT SERVICES AGREEMENT This Management Services Agreement, dated October 12, 1999 (this "Agreement"), is entered into by and between AmazeScape.com, Inc., a Nevada corporation (the "Company"), and Infusion Capital Partners,...Management Services Agreement • February 16th, 2000 • Premier Concepts Inc /Co/ • Retail-jewelry stores • New York
EXCLUSIVE MASTER PURCHASE ORDER AND FULFILLMENT AGREEMENTExclusive Master Purchase Order and Fulfillment Agreement • September 12th, 2001 • Premier Concepts Inc /Co/ • Retail-jewelry stores
In consideration of the mutual promises and covenants that are contained in this agreement, the Parties agree as follows:
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 25th, 2005 • Usn Corp • Retail-jewelry stores • California
AGREEMENT REGARDING BASIC TERMS Based upon information furnished to the parties as of the date of this Agreement, Infusion Capital Partners, LLC ("Infusion") and Premier Concepts, Inc. ("Premier") would be interested in pursuing the following...Agreement Regarding Basic Terms • May 14th, 1999 • Premier Concepts Inc /Co/ • Retail-jewelry stores
EMPLOYMENT AGREEMENTEmployment Agreement • January 5th, 2006 • Usn Corp • Retail-jewelry stores • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of December 29, 2005 by and between USN Corporation, a Colorado Corporation (“USN” or the “Company”) and Brad Berdow (the “Executive”).
SECOND STOCK PURCHASE AGREEMENT This Agreement is made this day of March, 1999, by and between Premier Concepts, Inc., a Colorado corporation ("Premier"), and Infusion Capital Partners, LLC, a Delaware limited liability company ("Infusion"). In...Second Stock Purchase Agreement • May 14th, 1999 • Premier Concepts Inc /Co/ • Retail-jewelry stores • Pennsylvania
USN CORPORATION 2006 EQUITY COMPENSATION PLAN STOCK OPTION AGREEMENTStock Option Agreement • June 9th, 2006 • Usn Corp • Retail-jewelry stores
STOCK OPTION AGREEMENT (this “Agreement”) dated as of ___(the “Grant Date”), between USN CORPORATION (the “Company”), and [OPTIONEE] (the “Optionee”). Except as otherwise defined herein, capitalized terms used herein shall have the meanings set forth in the Plan (as defined below).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 25th, 2005 • Usn Corp • Retail-jewelry stores • Colorado
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of June 17, 2005 by and among USN Corporation, a Colorado corporation (the “Company”), and each of the shareholders of the Company identified on Exhibit A attached hereto (the “Shareholders”). Together, the Company and the Shareholders may be referred to herein as the “Parties.”
Very truly yours, By: ---------------------------------- ----------------------------------- Shares of common stock subject Signature to this Agreement after closing of public offering --------------------------------------...Premier Concepts Inc /Co/ • February 20th, 1997 • Retail-jewelry stores
Reference is made to a proposed public offering of 1,100,000 Shares and 1,100,000 Warrants (together, the "Securities") of Premier Concepts, Inc. (the "Company") pursuant to a Registration Statement and prospectus included therein (the "Registration Statement" and the "Prospectus") filed with the Securities and Exchange Commission and to be underwritten by Cohig & Associates, Inc. as representative of the several underwriters to be named in an underwriting agreement (the "Representative").
