XXX CORPORATION. THIS LEASE, made as of this 2nd day of May, 2002, by and between Victoria Plaza, Inc. and whose principal address for purposes hereunder is 0000 Xxxxxxxx Xxx, Xxxxxx Xxxx, XX 00000 (“LESSOR”), and Xxxxxxxxxx.xxx Corporation, whose principal address is: 0000 X. Xxxx Xxxx Xxxx Suite #131 Lake Mary, FL 32746
XXX CORPORATION. By: -------------------------------- Title: INSOLUTIONS INCORPORATED By: -------------------------------- Title: ON-DEMAND SOLUTIONS, INC.
XXX CORPORATION. On July 1, 1999, Go2Net acquired Xxxxxxxxx.Xxx in exchange for 1,645,076 shares of common stock and $13.5 million in cash. The total consideration was valued at approximately $98.6 million. The purchase price also included the value of outstanding stock options that were converted to options to purchase 187,317 of common stock. The purchase agreement also provided for additional payments to Xxxxxxxxx.Xxx of up to $55 million over the two years following the transaction close contingent on future revenues and operating income of Xxxxxxxxx.Xxx. The additional payment, if any, will be accounted for as additional goodwill. During the year ended December 31, 2000, 262,388 additional shares were issued with a total estimated value of $10.0 million. 98,830 shares were issued during March 2000 and 163,558 shares were issued during September 2000.
XXX CORPORATION. By: ------------------------------ Its: ----------------------------- SRS VENTURES LLC By: ------------------------------ Its: ----------------------------- INTERACTIVE HOLDINGS, LLC By: ------------------------------ Its: ----------------------------- CHELSEA VENTURES LLC By: ------------------------------ Its: ----------------------------- ---------------------------------- XXXXXXX XXXXXX ---------------------------------- [OPTIONHOLDERS AND WARRANT HOLDERS WHO ACQUIRE SUNHAWK SHARES AT CLOSING] SCHEDULE A SELLERS SELLER NAME, ADDRESS AND TAXPAYER I.D. NO. PERCENTAGE INTEREST ------------------------ ------------------- Xxxxx Xxxxxx ___% 00 Xxx Xxxxxx Xxxx Xxxxxxxx, Xxxxxxxxx X.X. XX0 0XX Tax I.D. #: N/A Xxxxxx Xxxxxx ___% 0 Xxxxxxxxx Xxxxxxx Xxxxxxx Xxxx Xxxxx Xxxxxxxxx, X.X. XX00 0XX Tax I.D. #: N/A Xxxxxxx X. Xxxxx ___% 00 Xxxxx Xxxx, Xxxxx Xxxxxx, X.X. XX00 0XX Tax I.D. #: N/A Active Rights Management ___% 000-000, Xxxx Xxxx Xxxxxx, X.X. XX0X 0XXXxx I.D. #: N/A Xxxx Xxxxxxx ___% 00 Xxxxxx Xxxx Califon, NJ 07830 Tax I.D. #: N/A SELLER NAME, ADDRESS AND TAXPAYER I.D. NO. PERCENTAGE INTEREST ------------------------ ------------------- TWB Investments ___% 0000 Xxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, XX 00000-0000 Tax I.D. #: _________________ SRS Ventures, LLC ___% 000 Xxxxxxx Xxx., Xxxxx 000 Xxx Xxxx, XX 00000 Tax I.D. #: N/A Copyright Ventures, LLC ___% c/o Xxxxxx Xxxxx Xxxxx Xxxxxx Brizdle & Xxxxxxxxxx PC 000 Xxxx Xxxxxx, Xxxxx 000 Xxxxxxx, XX 00000-0000 Tax I.D. #: N/A Interactive Holdings, LLC ___% c/o Xxxxx Xxxxx 000 Xxxxx Xxxxxx, Xxxxxx Xxxxx Xxx Xxxx, XX 00000 Tax I.D. #: N/A Chelsea Ventures LLC ___% c/o Xxxxxxx Xxxxxxxx 000 Xxxxxx Xxxxxx Xxx Xxxx, XX 00000 Tax I.D. #: N/A SELLER NAME, ADDRESS AND TAXPAYER I.D. NO. PERCENTAGE INTEREST ------------------------ ------------------- Xxxxxxx Xxxxxx ___% 00 Xxx Xxxxxx Xxxx Xxxxxxxx, Xxxxxxxxx X.X. XX0 0XX Tax I.D. #: N/A [Option and Warrant Holders]
XXX CORPORATION. INVESTORS’ RIGHTS AGREEMENT This Investors’ Rights Agreement (the “Agreement”) is made as of the 28th day of March, 2000, by and among Xxxxx.xxx Corporation, a Delaware corporation (the “Company”), the holders of the Company’s Series A Preferred Stock listed on Exhibit A hereto (the “Series A Holders”), the holders of the Company’s Series B Preferred Stock listed on Exhibit B hereto (“the Series B Holders”); the holders of Series C Preferred Stock listed on Exhibit C hereto (the “Series C Holders”) and the holders of Series D Preferred Stock listed on Exhibit D hereto (the Series D Holders”), each of which is herein referred to as an “Investor,” and the individuals listed on Exhibit E hereto, each of whom is herein referred to as a “Founder”.
XXX CORPORATION. By /s/Granx Xxxxxxx -------------------------------- Title: Senior Vice President TOPOL-DEP CORPORATION By /s/Granx Xxxxxxx -------------------------------- Title: Senior Vice President CUTICURA-DEP CORPORATION By /s/Granx Xxxxxxx -------------------------------- Title: Senior Vice President
XXX CORPORATION. PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Xxxxxxx.xxx Corporation (the “Issuer”) that number of subscription receipts of the Issuer (each, a “Subscription Receipt”) as is set out below at a price of US$0.25 per Subscription Receipt. Each Subscription Receipt will be automatically exercisable into one share of common stock of the Issuer (each, a “Share”) upon the occurrence of the Escrow Release Condition (as defined herein). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Subscription Receipts”. Subscriber Information ________________________________________________ Subscription Receipts to be Purchased ________________________________________________ (Name of Subscriber) (Number of Subscription Receipts) Account Reference (if applicable): ____________________ X_______________________________________________ (Signature of Subscriber – if the Subscriber is an Individual) Total Subscription Price: ______________________________ (the “Subscription Amount”) X_______________________________________________ (Signature of Authorized Signatory – if the Subscriber is not an Individual) ________________________________________________ (Name and Title of Authorized Signatory – if the Subscriber is not an Individual) ________________________________________________ (SIN, SSN, or other Tax Identification Number of the Subscriber) ________________________________________________ (Subscriber’s Address, including postal or zip code) ________________________________________________ ________________________________________________ (Telephone Number) (Email Address) Please complete if purchasing as agent or trustee for a principal (beneficial purchaser) (a “Disclosed Principal”) and not purchasing as trustee or agent for accounts fully managed by it. ________________________________________________ (Name of Disclosed Principal) ________________________________________________ (Address of Disclosed Principal) ________________________________________________ (Account Reference, if applicable) ________________________________________________ (SIN, SSN, or other Tax Identification Number of Disclosed Principal) Register the Subscription Receipts as set forth below: ________________________________________________ (Name to Appear on Subscription Receipt Certificate) _______________________________________...
