ContractIptimize, Inc. • October 18th, 2006 • Colorado
THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IPTIMIZE, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
FOUNDER’S EMPLOYMENT AGREEMENTFounder’s Employment Agreement • October 18th, 2006 • Iptimize, Inc. • Colorado
THIS FOUNDER’S EMPLOYMENT AGREEMENT (this “Agreement”), effective as of this October 1, 2005, is entered into by and between Iptimize Incorporated, a Colorado corporation (the “Company”), and Clint Wilson, an individual (“Founder”).
IPTIMIZE, INC. BRIDGE NOTE AND STOCK PURCHASE AGREEMENTBridge Note and Stock Purchase Agreement • October 18th, 2006 • Iptimize, Inc. • Colorado
THIS BRIDGE LOAN AND STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of ____________________ 2006, between IPTIMIZE, Inc., a Minnesota corporation (“Borrower” or the “Company”) and _________________________ (“Lender”), with reference to the following.
IPTIMIZE, INC. Private Placement of Common Stock (2003 Offering) SUBSCRIPTION AGREEMENT AND CONFIDENTIAL INVESTOR QUESTIONNAIRESubscription Agreement • October 18th, 2006 • Iptimize, Inc. • Colorado
THIS SUBSCRIPTION AGREEMENT is entered into as of this _____ day of _____________________, between IPtimize, Inc., a Colorado corporation with its principal offices at 4949 S. Syracuse St., Suite 450, Denver, Colorado 80237; phone: 303-268-3600 (the “Company”), and the undersigned (the “Subscriber”).
SUBSCRIPTION AGREEMENT FOR SUBSCRIBERS OF UNITS OF IPTIMIZE, INC. November 2005Subscription Agreement • October 18th, 2006 • Iptimize, Inc. • Colorado
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY OTHER REGULATORY BODY HAS APPROVED OR DISAPPROVED OF THE SECURITIES OR PASSED UPON THE ACCURACY OR ADEQUACY OF THIS SUBSCRIPTION PACKAGE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 18th, 2006 • Iptimize, Inc. • Colorado
This AGREEMENT AND PLAN OF MERGER dated as of 20 September 2005 (the “Agreement”), between IPtimize, Inc., a Colorado corporation (“IPtimize”), Simmetech, Inc. , a Minnesota corporation (“JGRT” and doing business as “Jaguar Resorts”) and Iptimize Operations, Inc., a wholly-owned Subsidiary of JGRT (“Subsidiary”). IPtimize, JGRT and Subsidiary may also be referred to herein as the “Constituent Corporations” or the “Parties.”
TOSHIBA AMERICA INFORMATION SYSTEMS, INC. DIGITAL SOLUTIONS DEALER AGREEMENTDealer Agreement • October 18th, 2006 • Iptimize, Inc. • California
An AGREEMENT made as of _________________________________________________ by and between the Digital Solutions Division of Toshiba America Information Systems, Inc., (hereinafter "TAIS"), a California Corporation, and
