EXHIBIT A THIS WARRANT AND ANY SHARES OF COMMON STOCK ISSUABLE UPON ITS EXERCISE (COLLECTIVELY, "THE SECURITIES") HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 ("THE ACT") OR UNDER ANY APPLICABLE STATE LAWS ("STATE LAWS"). ACCORDINGLY, THE...Warrant Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
EDUCATIONAL VIDEO CONFERENCING, INC. INDEMNIFICATION AGREEMENT This Indemnification Agreement ("Agreement") is effective as of October 1, 1998, by and between Educational Video Conferencing, Inc., a Delaware corporation (the "Company"), and...Indemnification Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • Delaware
UNDERWRITING AGREEMENTUnderwriting Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR...Educational Video Conferencing Inc • October 23rd, 1998 • New York
MEMORANDUM OF UNDERSTANDING (MOU) 1) Agreement by and between (A) Educational Video Conferencing, Inc. (EVC) and (B) VSI Enterprises, Inc. (VSI). A) EVC is marketing and technological bridge between (a) higher education institutions seeking increased...Memorandum of Understanding • October 23rd, 1998 • Educational Video Conferencing Inc
EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this "Agreement"), entered into as of October 1, 1998, between Educational Video Conferencing, Inc., a Delaware corporation ("EVC"), and John J. McGrath ("Executive"). In consideration of the mutual covenants...Employment Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this "Agreement"), entered into as of October 1, 1998, between Educational Video Conferencing, Inc., a Delaware corporation ("EVC"), and Wallace J. Caven ("Employee"). In consideration of the mutual covenants...Employment Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
March 4, 1998 Arthur Goldberg Esq. 170 Old Country Road Mineola, N.Y. 11501 This letter shall constitute the Consulting Agreement (including Exhibit A hereto. this "Agreement") between you ("Consultant") and Educational Video Conferencing, Inc. (the...Educational Video Conferencing Inc • October 23rd, 1998 • New York
WARRANT AGREEMENT, dated as of ______ __, 1998 (the "Effective Date"), between EDUCATIONAL VIDEO CONFERENCING, INC., a Delaware corporation (the "Company"), and PRIME CHARTER LTD., a Delaware corporation ("Prime Charter"). The Company proposes to sell...Warrant Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR...Educational Video Conferencing Inc • October 23rd, 1998
ARTICLE I. DEFINITIONSEducational Video Conferencing Inc • October 23rd, 1998
AGREEMENTAgreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
AGREEMENT BETWEEN EDUCATIONAL VIDEO CONFERENCING, INC. AND RELIANCE NATIONAL FOR THE OFFERING OF INTERACTIVE TELEVIDEO COURSES AND DISTANCE LEARNING PROGRAMS W I T N E S S E T H AGREEMENT made this 7th day of October, 1998, between Educational Video...Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
May 18, 1998 Arol I. Buntzman 325 Mile Square Road Yonkers, New York 10701 Dear Arol: This will supplement our agreement dated March 4, 1997 regarding the shares of Educational Video Conferencing, Inc. ("EVC") owned by me. You will not have the option...Educational Video Conferencing Inc • October 23rd, 1998
This will supplement our agreement dated March 4, 1997 regarding the shares of Educational Video Conferencing, Inc. ("EVC") owned by me. You will not have the option to purchase such shares if I leave the employ of EVC on account of my death, permanent disability or termination of employment by EVC without cause.
March 4, 1997 Arol I. Buntzman 325 Mile Square Road Yonkers, New York 10701 Dear Arol: This will confirm our agreement regarding the shares of capital stock of Educational Video Conferencing, Inc. owned by me. Until March 1, 2000 (i) all of such...Educational Video Conferencing Inc • October 23rd, 1998
This will confirm our agreement regarding the shares of capital stock of Educational Video Conferencing, Inc. owned by me. Until March 1, 2000 (i) all of such shares shall be voted as you direct on any matter requiring the vote or consent of shareholders; (ii) you shall have a right of first refusal to purchase such shares if I elect to sell all or any portion of them prior to March 1, 2000; and (iii) if I leave the employ of EVC for any reason prior to March 1, 2000, you shall have the option to purchase such chares from me for the lower of $2.00 per share or the average trading price of such shares during the 30 days prior to my leaving EVC.
CHIEF EXECUTIVE OFFICER CHANGE IN CONTROL AGREEMENT THIS AGREEMENT dated October 1, 1998 is made by and between Educational Video Conferencing, Inc., a Delaware Corporation (the "Company"), and Dr. Arol I. Buntzman, 125 Underhill Street, Yonkers, NY...Chief Executive Officer Change in Control Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
AGREEMENT BETWEEN EDUCATIONAL VIDEO CONFERENCING, INC. AND ZURICH INSURANCE COMPANY, U.S. BRANCH, FOR THE OFFERING OF INTERACTIVE TELEVIDEO COURSES AND DISTANCE LEARNING PROGRAMS W I T N E S S E T H AGREEMENT made this 12th day of August 1998, between...Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
AGREEMENT BETWEEN EDUCATIONAL VIDEO CONFERENCING, INC. AND MERRILL LYNCH FOR THE OFFERING OF INTERACTIVE TELEVIDEO COURSES AND DISTANCE LEARNING PROGRAMS W I T N E S S E T H AGREEMENT made this 3rd day of June 1998, between Educational Video...Agreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
AGREEMENTAgreement • October 23rd, 1998 • Educational Video Conferencing Inc • New York
