1 EXHIBIT 10.29 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this "Agreement") is made and entered into as of this 28th day of January, 1998, by and between INTERVISUAL BOOKS, INC., a California corporation ("Company") and NEIL STUART, an...Consulting Agreement • March 30th, 1998 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT AOption Agreement • March 30th, 2000 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT AStock Option Agreement • March 30th, 2000 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
RECITALSAgreement and Plan of Merger • March 30th, 1998 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
RECITALS:Asset Purchase Agreement • April 15th, 2002 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
RECITALSIndemnification Agreement • March 30th, 1998 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.46 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of the 16th day of August, 2000, between INTERVISUAL BOOKS, INC., a California corporation (the "Company"),...Employment Agreement • April 17th, 2001 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.65 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this "Agreement") is made and entered into as of this 31st day of December, 2001 by and between Intervisual Books, Inc., a California corporation (the "Company"), and Louis Perlman...Consulting Agreement • April 15th, 2002 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.15 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of the 13th day of January, 1997, between INTERVISUAL BOOKS, INC., a California corporation (the "Company"), and NATHAN NORMAN SHEINMAN (the...Employment Agreement • March 31st, 1997 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.43 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of the 31st day of January 2000, between INTERVISUAL BOOKS, INC., a California corporation (the "Company"), located at 2716 Ocean Park Blvd, Santa...Employment Agreement • March 30th, 2000 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
1- 2 termination as set forth herein), unless either party shall deliver written notice to the other party in accordance with Section 9 hereof of its intention not to so renew no later than October 31, 1998.Employment Agreement • March 31st, 1997 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
AMENDMENT NO. 1 TO RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 17th, 2001 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.60 ADVISORY AGREEMENT AGREEMENT, dated as of December 31, 2001, by and between Intervisual Books, Inc., a California corporation (the "Corporation"), and Wardenclyffe Group, Inc. (the "Consultant"). W I T N E S S E T H : - - - - - - - - - -...Advisory Agreement • April 15th, 2002 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.5 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT, dated as of May 12, 1999, is entered into between SANTA MONICA BANK, a California banking corporation ("SMB"), on the one hand, and INTERVISUAL BOOKS, INC., a California...Loan and Security Agreement • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.51 CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT ("Agreement") is entered into as of the 6th day of September, 2000 (the "Effective Date") between INTERVISUAL BOOKS, INC., a California corporation (the "Company"), located at...Change in Control Agreement • April 17th, 2001 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
RECITALSLoan and Security Agreement • March 30th, 2000 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
1 EXHIBIT 10.18 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of the 13th day of January, 1997, between INTERVISUAL BOOKS, INC., a California corporation (the "Company"), and NEIL STUART (the "Executive"). In...Employment Agreement • March 31st, 1997 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.1 AMENDMENT AGREEMENT NUMBER FIVE TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT AGREEMENT NUMBER FIVE TO LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of April 17, 2000, is entered into between U.S. BANK NATIONAL ASSOCIATION,...Amendment Agreement • May 15th, 2001 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
R E C I T A LConsulting Agreement • April 17th, 2001 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing
R E C I T A L S: - - - - - - - -Employment Agreement • April 15th, 2002 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.62 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of the 31st day of December, 2001, by and between INTERVISUAL BOOKS, INC., a California corporation (the "Company"), and Larry Nusbaum (the...Employment Agreement • April 15th, 2002 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
RECITALSIntellectual Property Security Agreement • May 27th, 1999 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing
1 Exhibit 10.39 AMENDMENT TO LEASE AGREEMENT THIS AMENDMENT TO LEASE dated, for references purposes only, this 21st day of June 1999, between Watt Headquarters Limited Partnership, a California limited partnership, (hereinafter referred to as...Lease Agreement • March 30th, 2000 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing
RECITALSNonstatutory Stock Option Agreement • April 15th, 2002 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 30th, 1998 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing
EXHIBIT 10.35 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of the 12th day of May, 1999, between INTERVISUAL BOOKS, INC., a California corporation (the "Company"), and STEVE WALLACE (the "Executive"). In...Employment Agreement • March 30th, 2000 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
RECITALS:Asset Purchase Agreement • April 15th, 2002 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing
EXHIBIT 10.2 (CITY NATIONAL BANK LETTERHEAD) WAIVER OF DEFAULT UNDER CREDIT AGREEMENT November 10, 1997 CERTIFIED MAIL RETURN RECEIPT REQUESTED Intervisual Books, Inc. 2716 Ocean Park Blvd., #2020 Santa Monica, CA 90405 Attention: Gail A. Thornhill,...1 • November 13th, 1997 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing
EXHIBIT 10.59 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR...Intervisual Books Inc /Ca • April 15th, 2002 • Books: publishing or publishing & printing • California
2- 3 the actions of Hunt, who is the Chairman of the Board of IBI. Additionally, Gates has alleged that certain representations made to him by Hunt to induce him to leave his former employer have been untrue.Severance Agreement and General Release • March 31st, 1997 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 17th, 2001 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
EXHIBIT 10.47 SALES REPRESENTATIVE AGREEMENT THIS SALES REPRESENTATIVE AGREEMENT (the "Agreement") made this 16th day of August 2000, by and between Intervisual Books, Inc., a California corporation (hereinafter referred to as "IBI"), and Steven Ades...Sales Representative Agreement • April 17th, 2001 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing
RECITALSCredit Agreement • November 13th, 1997 • Intervisual Books Inc /Ca • Books: publishing or publishing & printing • California
