Mercristo Developments Inc Sample Contracts

Mercristo Developments Inc – AGREEMENT AND PLAN (December 21st, 1998)

AGREEMENT AND PLAN OF REORGANIZATION Dated November 9, 1998 By and Among Mercristo Developments, Inc. Hungarian Ferroalloys, Inc. and the shareholders of Hungarian Ferroalloys, Inc. who are Parties to this Agreement INDEX ARTICLE I -- SALE AND TRANSFER OF HFI STOCK 1.1 HFI Stock; Power of Attorney............................................1 1.2 Purchase Price..........................................................1 ARTICLE II -- REPRESENTATIONS AND WARRANTIES OF HFI 2.1 Valid Corporate Existence, Qualification................................2 2.2 Capitalization.................................

Mercristo Developments Inc – CERTIFICATE OF INCORPORATION (December 21st, 1998)

EXHIBIT 3.3 CERTIFICATE OF INCORPORATION OF ADDISON INDUSTRIES, INC. FIRST: The name of this Corporation is Addison Industries, Inc. SECOND: The corporation's registered office in the State of Delaware is to be located at 1209 Orange Street, in the City of Wilmington, County of New Castle 19801. The Registered Agent in charge thereof is The Corporation Trust Company. THIRD: The nature of the business and the objects and purposes proposed to be transacted, promoted and carried on, are to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of Delaware. FOURTH: The amount of total authorized capital stock of the Corporation is divided into 100,000,000 shares of common Stock with a par value

Mercristo Developments Inc – MORTGAGE INFORMATION SHEET (July 14th, 1997)

EXHIBIT 10.1 MORTGAGE INFORMATION SHEET Copy: 1. File ________ File No.: 3604 2. Client ________ Lawyer: Thomas J. Windle 3. Records _________ CLIENT INFORMATION NAME AND ADDRESS: E.S.I. Holdings Limited, 240 Argyle Avenue, Ottawa, Ontario. K2P 1B9 Attention: Mr. David Edwards ----------------------------- ADDRESS OF MORTGAGED PROPERTY: 240 Argyle Avenue, Ottawa, Ontario MORTGAGE INFORMATION Payments on your SECOND mortgage are to be made as follows: MORTGAGE COMPANY: Michael Nurse ADDRESS: 21 Belmont Avenue, Ottawa, Ontario, KIS 0T9 REFERENCE NO.: not applicable PRINCIPAL AMOUNT: $85,000.00 INTEREST RATE: 12.0% MONTHLY PAYMENT: $850.00 as to interest only TAX PORTION: not applicable FIRST PAYMENT DATE: July 1, 1996 MATURITY DATE: June 1, 1998

Mercristo Developments Inc – LEASE (July 14th, 1997)

EXHIBIT 10.4 LEASE (COMMERCIAL) Made the 26th day of August 1994. BETWEEN: Peter Vanderkloet (the "Landlord") -and- Edwards Arabians Inc. (the "Tenant") In consideration of the rents, covenants and obligations stipulated herein the Landlord and the Tenant have agreed to enter into a Lease of the premises known municipally as: R.R. #2, Addison Road, Addison, Ontario. and more particularly described in: Schedule A attached (the "Premises"). Schedule B attached (the "Premises"). Schedule C attached (the "Premises"). 1. GRANT OF LEASE (1) The Landlord leases the Premises to the Tenant: (a) at the Rent set forth in Section 2; (b) for the Term set forth in Section 3; and (c) subject to

Mercristo Developments Inc – ADDENDUM TO LEASE (July 14th, 1997)

EXHIBIT 10.4.1 ADDENDUM TO LEASE (COMMERCIAL) Made the 1st day of May, 1995 BETWEEN: Peter Vanderkloet (the Landlord) - and - Edward Arabians Inc. (the Tenant) In consideration of the rents, covenants and obligations stipulated herein, the Landlord and the Tenant have agreed to enter into a Lease of the premises known municipally as: R.R. #2, Addison Road, Addison, Ontario. and more particularly described in: Schedule "A" (original Lease) Schedule "D" (attached aerial photograph) 1. Grant of Lease (1) The Landlord leases the Premises to the Tenant: (a) pursuant to point 2.(3) of the Commercial Lease dated August 26, 1994 between the above par

Mercristo Developments Inc – LOAN AGREEMENT (July 14th, 1997)

EXHIBIT 10.3 LOAN AGREEMENT THIS AGREEMENT dated June 20, 1996, BETWEEN: 622291 Ontario Limited, a Company duly incorporated under the laws of the Province of Ontario, Of Ottawa, Ontario, (the "Company 1") AND: Edward Arabians Inc., a Company duly incorporated under the laws of the Province of Ontario of Ottawa, Ontario, (the "Company 2") AND: David Edwards, Business Person, of c/o 240 Argyle Avenue, Ottawa, Ontario, (the "Individual 1") AND: , Business Person, of , Ontario (the "Individual 2") (the above described are individually and collectively called the "Borrowe