Basic Technologies Inc Sample Contracts

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Contract
Skylynx Communications Inc • August 8th, 2005 • Non-operating establishments • New York

THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JULY 29, 2005, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.

BILL OF SALE
Basic Technologies Inc • June 12th, 2000 • Non-operating establishments
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of July 29, 2005, by and among Skylynx Communications, Inc., a Delaware corporation with its headquarters located at 500 John Ringling Boulevard, Sarasota, FL 34236 (the "Company"), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the "Initial Investors").

SECURITY AGREEMENT
Security Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York

SECURITY AGREEMENT (this "Agreement"), dated as of July 29, 2005, by and among Skylynx Communications, Inc., a Delaware corporation ("Company"), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party").

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York

Intellectual Property Security Agreement (this "Agreement" dated as of July 29, 2005, by and among Skylynx Communications, Inc., a Delaware corporation (the "Company"), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party").

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York

SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of July 29, 2005, by and among Skylynx Communications, Inc., a Delaware corporation, with headquarters located at 500 John Ringling Boulevard, Sarasota, FL 34236 (the "Company"), and each of the purchasers set forth on the signature pages hereto (the "Buyers").

NOTICE TO THE BUYER:
Basic Technologies Inc • June 12th, 2000 • Non-operating establishments
BILL OF SALE
Basic Technologies Inc • June 12th, 2000 • Non-operating establishments
BILL OF SALE
Basic Technologies Inc • June 12th, 2000 • Non-operating establishments
BILL OF SALE
Basic Technologies Inc • October 13th, 1999
GUARANTY AND PLEDGE AGREEMENT
Guaranty and Pledge Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York

GUARANTY AND PLEDGE AGREEMENT (this "Agreement"), dated as of July 29, 2005, among Skylynx Communications, Inc., a Delaware corporation (the "Company"), Gary L. Brown (the "Pledgor"), and the pledgees signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Pledgees").

REGULATIONS AND OPERATING AGREEMENT OF P & A Remediation, LLC
Regulations and Operating Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
TRUST AGREEMENT
Trust Agreement • October 15th, 2002 • Basic Technologies Inc • Non-operating establishments • Nevada

This TRUST AGREEMENT is entered into effective the 15th day of June, 2002 by and between Bryan L. Walker, as trustee ("Trustee"), and Basic Technologies, Inc., a Colorado corporation ("Basic").

BILL OF SALE
Basic Technologies Inc • October 13th, 1999
EQUIPMENT LEASE AGREEMENT
Equipment Lease Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments • Texas
CONSULTATION AND SECURITIES COMPENSATION AGREEMENT
Consultation and Securities Compensation Agreement • December 8th, 2003 • Skylynx Communications Inc • Non-operating establishments • Florida

THIS AGREEMENT is executed and made effective this 4th day of November, 2003, between SkyLynx Communications, Inc., a Delaware corporation (the "Company"), and Carl Dilley. ("Consultant").

VOTING AGREEMENT
Voting Agreement • May 4th, 2006 • Skylynx Communications Inc • Non-operating establishments

THIS AGREEMENT (this “Agreement”) is made and entered into as of the 28th day of April, 2006, by and between SKYLYNX COMMUNICATIONS, INC., a Delaware corporation ("SkyLynx"), GARY BROWN, individually, (“Brown”) and K. BRYAN SHOBE, individually (“Shobe”) (each a "Shareholder").

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AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER DATED NOVEMBER 29, 2005
Agreement and Plan of Merger • March 30th, 2006 • Skylynx Communications Inc • Non-operating establishments

THIS AMENDMENT NO. 3 to Agreement and Plan of Merger is made and entered into this 30th day of March, 2006, by and among VETCO Hospitals, Inc. a California corporation ("VETCO"); SkyLynx Communications, Inc., a Delaware corporation ("SkyLynx"); and SkyLynx Acquisition Corporation, a Colorado corporation which is a wholly-owned subsidiary of SkyLynx ("Acquisition").

ESCROW AGREEMENT
Escrow Agreement • May 14th, 2004 • Skylynx Communications Inc • Non-operating establishments • Delaware

SKYLYNX COMMUNICATIONS INC., a corporation organized under the laws of the State of Delaware, having an address at 500 Ringling Blvd., Sarasota, Florida 34236 ("SkyLynx")

LICENSE AGREEMENT
License Agreement • October 2nd, 2006 • Skylynx Communications Inc • Non-operating establishments • Florida

THIS LICENSE AGREEMENT effective as of this 26th day of July 2006 by and between SkyLynx Communications, Inc. (“SKYC”), a Delaware corporation, and Innovative Concepts & Mfg. Co., Inc. (“ICMCI”), a Florida corporation, "LICENSEE."

AGREEMENT
Agreement • June 24th, 2002 • Basic Technologies Inc • Non-operating establishments • Texas

THIS AGREEMENT is made and entered into effective as of the 13th day of December, 2001, by and between GARY BROWN, or assigns ("Optionee"), and THE SHELTON VOTING TRUST, organized under the laws of the state of Texas, by BRYAN L. WALKER, TRUSTEE, (hereafter referred to as the "Optionor").

BILL OF SALE
Basic Technologies Inc • October 13th, 1999
EMPLOYMENT CONTRACT
Employment Contract • May 19th, 2006 • Skylynx Communications Inc • Non-operating establishments • Florida

SkyLynx Communications, Inc., (''Employer''), a Delaware corporation, located at 1502 Stickney Point Road, Sarasota, FL 34231, and Gary L. Brown, (''Employee''), of 7813 Point of Rocks Road, Sarasota, FL 34242 in consideration of the mutual promises made herein, agree as follows:

RELEASE AGREEMENT
Release Agreement • October 2nd, 2006 • Skylynx Communications Inc • Non-operating establishments • Florida

THIS RELEASE AGREEMENT (the “Agreement”) is entered into as of July 26, 2006 (the “Notice Date”) by and between SKYLYNX COMMUNICATIONS, INC., a Delaware corporation (the “Company”) and Rural Metro, Inc., (“Rural Metro”) relating to the termination of all the contractual relationships (whether in writing, oral or implied) by and between the Company and Rural Metro effective immediately. “Company” includes all current or former affiliated corporations, parent corporations, partnerships, divisions and subsidiaries or other entities, and the officers, directors, shareholders, other team members, agents, attorneys, successors and assigns of the Company.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • April 25th, 2005 • Skylynx Communications Inc • Non-operating establishments • Florida

THIS STOCK PURCHASE AGREEMENT (the "Agreement") is made as of April _____, 2005, by and between SkyLynx Communications, Inc., a Delaware corporation, (the "Seller") and OrbiLynx Communications, Inc., a Florida corporation (the "Buyer").

AGREEMENT AND PLAN OF MERGER BETWEEN AND AMONG DIGITAL COMPUTER INTEGRATION CORPORATION, DEFENSE TECHNOLOGY SYSTEMS, INC., ZENON MACIEKOWICZ AND SKYLYNX COMMUNICATIONS, INC. AND SKYLYNX ACQUISITION CORP. DATED AS OF DECEMBER 16, 2005 AGREEMENT AND...
Agreement and Plan of Merger • December 19th, 2005 • Skylynx Communications Inc • Non-operating establishments • Delaware

THIS AGREEMENT AND PLAN OF MERGER (the "Agreement") is made and entered into this 16th day of December, 2005, by and among DIGITAL COMPUTER INTEGRATION CORPORATION, a Texas corporation ("DCI"); DEFENSE TECHNOLOGY SYSTEMS, INC., a Delaware corporation ("DFTS"), a shareholder of DCI; ZENON MACIEKOWICZ and CLARA JANE MACIEKOWICZ, ("ZM")individually, collectively and as shareholders of DCI; (hereafter, DFTS and ZM may each be referred to as a "Shareholder" and collectively be referred to as "Shareholders"); SKYLYNX COMMUNICATIONS, INC., a Delaware corporation ("SkyLynx"); and SKYLYNX ACQUISITION CORP., a Colorado Subsidiary of SKYLYNX ("SAC"). DCI, DFTS, ZM, SKYLYNX and SAC are hereinafter sometimes individually referred to as a "party" and collectively as the "parties".

SKYLYNX COMMUNICATIONS, INC. 500 John Ringling Boulevard Sarasota, FL 34236 March 13, 2006
Skylynx Communications Inc • April 12th, 2006 • Non-operating establishments

This letter sets forth the agreement of the parties hereto to amend the conversion price of certain notes originally issued by the Company to the investors listed in the signature pages hereto (collectively, the "Investors"), on July 29, 2005 (the "Notes").

AGREEMENT AND PLAN OF REORGANIZATION Dated as of August __, 2002 between ROVER TELCOM CORPORATION, SHAREHOLDERS OF ROVER TELCOM CORPORATION and BASIC TECHNOLOGIES, INC. AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • September 9th, 2002 • Basic Technologies Inc • Non-operating establishments • Colorado

THIS AGREEMENT ("Agreement") is made and entered into effective this ___th day of August, 2002, by and between and among BASIC TECHNOLOGIES, INC., a Colorado corporation, ("Basic"), ROVER TELCOM CORPORATION, a Colorado corporation, ("Rover") and each of the undersigned Shareholders of Rover who constitute at least eighty (80) percent of the issued and outstanding shares of Rover (hereafter collectively be referred to as "Shareholders").

EMPLOYMENT AGREEMENT
Employment Agreement • May 19th, 2006 • Skylynx Communications Inc • Non-operating establishments • Florida

THIS AGREEMENT (this "Agreement") made as of the 1st day of May 2006, (the "Effective Date") by and between SkyLynx Communications, Inc., ("SkyLynx" or the "Company"), a Delaware corporation (the "Company"), and Kenneth L. Marshall (the "Executive").

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