Absolute Potential, Inc. Sample Contracts

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RECITALS
Registration Rights Agreement • May 23rd, 2001 • Thermacell Technologies Inc • Paints, varnishes, lacquers, enamels & allied prods • Illinois
STOCK PURCHASE AGREEMENT BY AND BETWEEN PAMG, LLC (BUYER)
Stock Purchase Agreement • May 23rd, 2001 • Thermacell Technologies Inc • Paints, varnishes, lacquers, enamels & allied prods • Florida
RECITALS
Conversion Agreement • May 27th, 2005 • Absolute Waste Services Inc • Paints, varnishes, lacquers, enamels & allied prods • Illinois
FINANCIAL CONSULTING AGREEMENT
Financial Consulting Agreement • February 19th, 1997 • Thermacell Technologies Inc • Paints, varnishes, lacquers, enamels & allied prods • New York
WARRANT AGREEMENT
Warrant Agreement • February 19th, 1997 • Thermacell Technologies Inc • Paints, varnishes, lacquers, enamels & allied prods • Florida
JOINT FILING AGREEMENT
Joint Filing Agreement • July 3rd, 2008 • Absolute Potential, Inc. • Paints, varnishes, lacquers, enamels & allied prods

Pursuant to Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned.

JOINT FILING AGREEMENT
Joint Filing Agreement • October 14th, 2009 • Absolute Potential, Inc. • Paints, varnishes, lacquers, enamels & allied prods

Pursuant to Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned.

RECITALS:
Legal and Consulting Engagement Agreement • February 19th, 1999 • Thermacell Technologies Inc • Paints, varnishes, lacquers, enamels & allied prods • Florida
JOINT FILING AGREEMENT
Joint Filing Agreement • March 24th, 2004 • Absolute Waste Services Inc • Paints, varnishes, lacquers, enamels & allied prods

In accordance with Rule 13d-1(k) under the Securities and Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $.0001 per Share, of Absolute Waste Services, Inc.; and further agree that this Joint Filing Agreement be included as Exhibit 1. In evidence thereof, the undersigned hereby execute this Agreement this 9th day of March, 2004.

MUTUAL SETTLEMENT AGREEMENT
Mutual Settlement Agreement • July 14th, 2004 • Absolute Waste Services Inc • Paints, varnishes, lacquers, enamels & allied prods • Texas

This MUTUAL SETTLEMENT AGREEMENT dated June 3rd, 2004 (the “Agreement”) is made and entered into by and among Absolute Waste Services, Inc. (formally known as Thermacell Technologies, Inc.), a Florida corporation (“AWS”), Absolute Waste Acquisitions, Inc., a Texas corporation and wholly owned subsidiary of AWS (“Absolute Sub”), and the former holders of membership interests (“Holders”) of Absolute Industries, LLC, a Texas limited liability company (“Absolute”). AWS, the Holders, Absolute, PAC Funding, LLC (“PAC”), Tom Duszynski and Donald Huggins are collectively referred to herein as the “Parties” and each individually as a “Party”.

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JOINT FILING AGREEMENT
Joint Filing Agreement • December 5th, 2005 • Absolute Potnetial, Inc. • Paints, varnishes, lacquers, enamels & allied prods

Pursuant to Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned.

JOINT FILING AGREEMENT
Joint Filing Agreement • April 21st, 2008 • Absolute Potential, Inc. • Paints, varnishes, lacquers, enamels & allied prods

Pursuant to Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned.

JOINT FILING AGREEMENT
Joint Filing Agreement • January 5th, 2006 • Absolute Potential, Inc. • Paints, varnishes, lacquers, enamels & allied prods

Pursuant to Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned.

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