ContractInnofone Com Inc • March 29th, 2006 • Services-business services, nec • New York
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGIS-TERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF AUGUST 31, 2005, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRA-TION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 29th, 2006 • Innofone Com Inc • Services-business services, nec • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 31, 2005, by and among Innofone.com, Inc., a Nevada corporation, with headquarters located at 3470 Onley-Laytonsville Road, Suite 118, Olney, MD 20832 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).
SECURITY AGREEMENTSecurity Agreement • March 29th, 2006 • Innofone Com Inc • Services-business services, nec • New York
SECURITY AGREEMENT (this “Agreement”), dated as of August [ ], 2005, by and among Innofone.com, Inc., a Nevada corporation (“Company”), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).
GUARANTY AND PLEDGE AGREEMENTGuaranty and Pledge Agreement • March 29th, 2006 • Innofone Com Inc • Services-business services, nec • New York
GUARANTY AND PLEDGE AGREEMENT (this “Agreement”), dated as of August [ ], 2005, among Innofone.com, Inc., a Nevada corporation (the “Company”), Alex Lightman (the “Pledgor”), and the pledgees signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Pledgees”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 29th, 2006 • Innofone Com Inc • Services-business services, nec • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August [ ], 2005, by and among Innofone.com., Inc., a Nevada corporation, with headquarters located at 3470 Onley-Laytonsville Road, Suite 118, Olney, MD 20832 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 29th, 2006 • Innofone Com Inc • Services-business services, nec • Delaware
This Common Stock Purchase Agreement (this “Agreement”) is made and entered into as of March 7, 2006 by and among Digital Presence, Inc., a Delaware corporation (the “Company”), and Innofone.com, Incorporated, a Nevada corporation (“INFN” or “Investor”).
