MANAGEMENT AGREEMENTIndemnity Agreement • January 10th, 2012 • RPM Dental, Inc. • Services-business services, nec • British Columbia
OUEST WATER SOLUTIONS INC. a British Columbia company, and QUEST WATER SOLUTIONS INC. a Nevada company, jointly, and having an executive office and an address for notice and delivery located at 302- 2030 Marine Drive,North Vancouver, BC, V7P 1V7
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 10th, 2012 • RPM Dental, Inc. • Services-business services, nec • Delaware
We are registering the shares of common stock issuable upon exercise of the warrants to permit the resale of these shares of common stock by the holders of the common stock and warrants from time to time after the date of this prospectus. We will not receive any of the proceeds from the sale by the selling stockholders of the shares of common stock. We will bear all fees and expenses incident to our obligation to register the shares of common stock.
LOCK-UP AGREEMENTLock-Up Agreement • January 10th, 2012 • RPM Dental, Inc. • Services-business services, nec • Delaware
This LOCK-UP AGREEMENT (this “Agreement”), dated as of January 6, 2012, is made by and between RPM DENTAL, INC., a corporation organized under the laws of Delaware (the “Company”), and _______________ (the “Holder”). The Company and the Holder are referred to herein individually as a “Party” and collectively as the “Parties.”
LOCK-UP/LEAK-OUT AGREEMENTLeak-Out Agreement • January 10th, 2012 • RPM Dental, Inc. • Services-business services, nec • Delaware
This LOCK-UP/LEAK-OUT AGREEMENT (this “Agreement”), dated as of January 6, 2012 is made by and between RPM DENTAL, INC., a corporation organized under the laws of Delaware (the “Company”), and PETER MIELE (the “Holder”). The Company and the Holder are referred to herein individually as a “Party” and collectively as the “Parties.”
Global Cooperation Partner Agreement betweenRPM Dental, Inc. • January 10th, 2012 • Services-business services, nec
Trunz Water Systems AG, Technologie Center, Ahornstrasse 1, CH-9323 Steinach, Switzerland hereinafter referred to as Supplier
SUBSCRIPTION AGREEMENTSubscription Agreement • January 10th, 2012 • RPM Dental, Inc. • Services-business services, nec • Delaware
This SUBSCRIPTION AGREEMENT (“Agreement”), dated as of January 6, 2012, is made by and among RPM DENTAL, INC., a corporation organized under the laws of Delaware (the “Company”) and each of the Persons listed on Schedule I hereto (collectively, the “Investors,” and individually an “Investor”). Each of the Company and Investors are referred to herein individually as a “Party” and collectively as the “Parties.”
SHARE EXCHANGE AGREEMENT BY AND AMONG RPM DENTAL, INC. AND JOSH MORITA AND QUEST WATER SOLUTIONS, INC. AND THE SHAREHOLDERS OF QUEST WATER SOLUTIONS, INC. Dated as of: January 6, 2012Share Exchange Agreement • January 10th, 2012 • RPM Dental, Inc. • Services-business services, nec • Delaware
This SHARE EXCHANGE AGREEMENT (“Agreement”), dated as of January 6, 2012, is made by and among RPM DENTAL, INC., a corporation organized under the laws of Delaware (the “Acquiror”), JOSH MORITA (the “Acquiror Principal Shareholder”), QUEST WATER SOLUTIONS, INC., a corporation organized under the laws of Nevada (the “Acquiree”), and each of the Persons listed on Schedule I hereto who are shareholders of the Acquiree (collectively, the “Acquiree Shareholders,” and individually an “Acquiree Shareholder”). Each of the Acquiror, Acquiror Principal Shareholder, Acquiree and Acquiree Shareholders are referred to herein individually as a “Party” and collectively as the “Parties.”
AGREEMENT OF SALEAgreement of Sale • January 10th, 2012 • RPM Dental, Inc. • Services-business services, nec • Delaware
THIS AGREEMENT OF SALE (this “Agreement”) is entered into as of January 6, 2012, by and between RPM DENTAL, INC. (the “Company”) and JOSH MORITA (the “Morita”).
