EXHIBIT 99.1 SECURITIES PURCHASE AGREEMENT (DEBENTURES) THIS SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of the date of acceptance set forth below, is entered into by and among UniverCell Holdings, Inc., a Florida corporation, with...Securities Purchase Agreement • May 16th, 2002 • Univercell Holdings Inc • Periodicals: publishing or publishing & printing • New York
Exhibit 4.17 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OR CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE LAWS, AND NO INTEREST THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED,...Hypermedia Communications Inc • March 28th, 1997 • Periodicals: publishing or publishing & printing • California
HyperMedia Communications, Inc. SEC Form 10-K FY97 Exhibit 4.20 HYPERMEDIA COMMUNICATIONS, INC. SERIES I PREFERRED STOCK PURCHASE AGREEMENT December 23, 1997 TABLE OF CONTENTSPreferred Stock Purchase Agreement • March 27th, 1998 • Hypermedia Communications Inc • Periodicals: publishing or publishing & printing • California
THIS WARRANT AND THE SECURITIES PURCHASABLE UPON ITS EXERCISE HAVE BEEN AND WILL BE, AS THE CASE MAY BE, ISSUED WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF,...Hypermedia Communications Inc • March 30th, 2000 • Periodicals: publishing or publishing & printing • California
EXHIBIT 4.14 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...Hypermedia Communications Inc • March 28th, 1997 • Periodicals: publishing or publishing & printing • California
EMPLOYMENT AGREEMENT UNIVERCELL HOLDINGS, INC. This EMPLOYMENT AGREEMENT (the "Agreement") is made as of January 1, 2002 (the "Effective Date"), by and between UNIVERCELL HOLDINGS, INC. (together with its subsidiaries and affiliates, the "Company"), a...Employment Agreement • May 24th, 2002 • Univercell Holdings Inc • Periodicals: publishing or publishing & printing • Maryland
HyperMedia Communications, Inc. SEC Form 10-K FY97 Exhibit 10.8 IMPERIAL BANK Member FDIC SECURITY AND LOAN AGREEMENT (ACCOUNTS RECEIVABLE) This Agreement is entered into between HYPERMEDIA COMMUNICATIONS, INC., a Corporation (herein called...Security and Loan Agreement • March 27th, 1998 • Hypermedia Communications Inc • Periodicals: publishing or publishing & printing
CONSULTING AGREEMENTConsulting Agreement • March 6th, 2002 • Univercell Holdings Inc • Periodicals: publishing or publishing & printing • New York
This consulting agreement is made and entered into effective the 31st day of December 2001, by and between Niccole Fulda (“Consultant”) and Univercell Holdings, Inc. (the “Corporation”).
Exhibit 10.4 LEASE AMENDMENT #2 ORIGINAL LEASE DATE: February 21, 1991 LEASE AMENDMENT DATE: February 13, 1997 LANDLORD: SPIEKER-SINGLETON #68 LIMITED PARTNERSHIP A California Limited Partnership TENANT: HYPERMEIDA COMMUNICATIONS, INC. A California...Hypermedia Communications Inc • March 28th, 1997 • Periodicals: publishing or publishing & printing
CONSULTING AGREEMENTConsulting Agreement • September 3rd, 2003 • Univercell Holdings Inc • Telephone communications (no radiotelephone) • New York
This consulting agreement is made and entered into effective the 27th day of August 2003, by and between Aryeh L. Sheinbein ("Consultant") and UniverCell Holdings, Inc. (the "Corporation").
AGREEMENT AND PLAN OF MERGER BY AND AMONG UNIVERCELL HOLDINGS, INC. AND UNIVERCELL RECALL ACQUISITION CORPORATION AND RECALL MAIL CORPORATION AND CONTROLLING UNIVERCELL SHAREHOLDER AND CONTROLLING RECALL SHAREHOLDERSAgreement and Plan of Merger • May 26th, 2005 • Univercell Holdings Inc • Telephone communications (no radiotelephone) • New Jersey
Amendment to Stock Purchase Agreement and Share ExchangeStock Purchase Agreement • December 19th, 2001 • Hypermedia Communications Inc • Periodicals: publishing or publishing & printing
This Amendment to the Stock Purchase Agreement and Share Exchange dated September 25, 2001, by and among Hypermedia Communications, Inc., a Florida corporation with its principal place of business located at 710 Oakfield Drive, Brandon, Florida 33511 ("Hypermedia"); Robert Esposito an individual located at 710 Oakfield Drive, Brandon, Florida 33511 (“Esposito”); Univercell Global Phone Rental, Inc., an Illinois Corporation with its principal place of business at 1 Randall Avenue, Pikesville, Maryland 21208 ("Univercell") and the shareholders of Univercell (“Shareholders”).
Exhibit 10.1 STOCK SURRENDER AND REGISTRATION AGREEMENT ------------------------------------------ Stock Surrender and Registration Agreement (this "Agreement") between Sean Y. Fulda ("Fulda") and UniverCell Holdings, Inc. (the "Company") dated as of...Stock Surrender and Registration Agreement • November 25th, 2002 • Univercell Holdings Inc • Telephone communications (no radiotelephone)
EXHIBIT 10.8 IMPERIAL BANK Member FDIC SECURITY AND LOAN AGREEMENT (accounts receivable)Security and Loan Agreement • March 28th, 1997 • Hypermedia Communications Inc • Periodicals: publishing or publishing & printing
AGREEMENT AND PLAN OF MERGER BY AND AMONG UNIVERCELL HOLDINGS, INC. AND UNIVERCELL DAYTONA BRANDS ACQUISITION CORPORATION AND DAYTONA BRANDS CORPORATION AND CONTROLLING UNIVERCELL SHAREHOLDER AND CONTROLLING DAYTONA BRANDS SHAREHOLDERSAgreement and Plan of Merger • May 25th, 2006 • Univercell Holdings Inc • Telephone communications (no radiotelephone) • Florida
THIS AGREEMENT AND PLAN OF MERGER is made as of May 18, 2006 by and among UniverCell Holdings, Inc., a Florida corporation (“UniverCell”), Sean Y. Fulda (the “Controlling UniverCell Shareholder” and together with UniverCell, (the “UniverCell Parties”), DAYTONA BRANDS Corporation, a Florida corporation (“DAYTONA BRANDS”), and the DAYTONA BRANDS Shareholders executing this Agreement (the “Controlling DAYTONA BRANDS Shareholders” and together with DAYTONA BRANDS, the “DAYTONA BRANDS Parties”). UniverCell, DAYTONA BRANDS, , the Controlling UniverCell Shareholder and each of the Controlling DAYTONA BRANDS Shareholders are sometimes individually referred to herein as a “Party” and sometimes collectively referred to herein as the “Parties.” Certain other terms are used herein as defined below in Section 15 or elsewhere in this Agreement.
LEASE AMENDMENT #3 Lease Amendment #3 (this "Lease Amendment #3") to that certain Lease dated February 21, 1991, and as amended by Lease Amendment #1 dated June 11, 1993, and Lease Amendment #2 dated February 13, 1997 between Spieker Properties, L.P.,...Hypermedia Communications Inc • March 30th, 2000 • Periodicals: publishing or publishing & printing
STOCK PURCHASE AGREEMENT AND SHARE EXCHANGE by and among HYPERMEDIA COMMUNICATIONS, INC. a Florida Corporation and UNIVERCELL GLOBAL PHONE RENTAL, INC. a Illinois Corporation effective as of September 25, 2001Stock Purchase Agreement and Share Exchange • December 19th, 2001 • Hypermedia Communications Inc • Periodicals: publishing or publishing & printing • Florida
THIS STOCK PURCHASE AGREEMENT AND SHARE EXCHANGE, made and entered into this day of September, by and among Hypermedia Communications, Inc., a Florida corporation with its principal place of business located at 710 Oakfield Drive, Brandon, Florida 33511 ("Hypermedia"); Robert Esposito an individual located at 710 Oakfield Drive, Brandon, Florida 33511 (“Esposito”); Univercell Global Phone Rental, Inc., an Illinois Corporation with its principal place of business at 1 Randall Avenue, Pikesville, Maryland 21208 ("Univercell") and the shareholders of Univercell (“Shareholders”) as set forth on Exhibit A attached hereto (collectively Univercell and the shareholders of Univercell shall be known as the “Univercell Group”).
SECURITY AGREEMENT (under the Uniform Commercial Code of California)Security Agreement • March 31st, 1999 • Hypermedia Communications Inc • Periodicals: publishing or publishing & printing
