BY AND BETWEEN MYCOM GROUP, INC. as Borrower AND MATHIS FAMILY PARTNERS, LTD., LAZZERI FAMILY TRUST, LA MIRAGE TRUST and BLEU RIDGE CONSULTANTS, INC. PROFIT SHARING PLAN as LenderRevolving Credit Agreement • April 5th, 2007 • Mycom Group Inc /Nv/ • Blank checks • Colorado
THIS LEASE, made and entered into this the 5th day of August, 1997, by and between GARY C. ANDES and wife, ANDREA W. ANDES, hereafter referred to as Lessor, and BAD TOYS, INC., hereafter referred to as Lessee: WITNESSETH: THAT FOR AND IN CONSIDERATION...Lease • February 24th, 1999 • Bad Toys Inc
1 Exhibit 10 STOCK PURCHASE AGREEMENT NO. 000-BDTY-TSP02 This Stock Purchase Agreement (the "Agreement"), dated this 14th day of August, 2000, is entered into between BAD TOYS, INC., a Nevada corporation, and MYCOM GROUP, INC., an Ohio corporation,...Stock Purchase Agreement • September 8th, 2000 • Bad Toys Inc • Motorcycles, bicycles & parts • Delaware
PROMISSORY NOTEBad Toys Inc • February 24th, 1999
This Note may be made prepaid at any time and from time to time without premium or penalty. Any partial prepayments shall not affect the due dates of the scheduled payment due thereafter. All payments shall be applied first in payment of accrued interest and the remainder shall be applied in the reduction of principal.
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • March 11th, 2008 • Sars Corp. • Blank checks • Washington
This Consulting Services Agreement (“Agreement”), dated February ___, 2008, is made by and between Bill Bates (“Consultant”), and SARS Corporation, a Nevada corporation (“Company”). Collectively referred to herein as the “Parties.”
1 Exhibit 2 CLOSING AGREEMENT This Closing Agreement (the "Agreement") is made and entered into this 23rd day of August, 2000 by and among Bad Toys, Inc. ("Bad Toys"), a Nevada corporation, Mycom Group, Inc., formerly known as Myca Group, Inc. and...Closing Agreement • September 8th, 2000 • Bad Toys Inc • Motorcycles, bicycles & parts • Ohio
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 21st, 2007 • Sars Corp. • Blank checks
FIRST AMENDMENT TO THE ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 21st, 2007 • Sars Corp. • Blank checks
THIS FIRST AMENDMENT to the Asset Purchase Agreement by and between Jinkhold, Ltd., a corporation duly organized under the laws of the United Kingdom (“Jinkhold” or the “Purchaser”), Andronics, Ltd., a corporation duly organized under the laws of Northern Ireland (“Andronics” or the “Seller”) and Robert Andrews, an individual residing in Northern Ireland and a founder of Andronics (“Andrews”) entered into on October 26, 2007 (the “Agreement”) and amends the Agreement as set forth below (the “Amendment”). Jinkhold, Andronics and Andrews are hereinafter at times collectively referred to as the “Parties.”
ASSET PURCHASE AGREEMENT BY AND BETWEEN JINKHOLD, LTD. A United Kingdom CorporationAsset Purchase Agreement • October 7th, 2008 • Sars Corp. • Blank checks
ASSET ASSIGNMENT AGREEMENTAsset Assignment Agreement • June 5th, 2009 • Sars Corp. • Services-prepackaged software • Missouri
This ASSET ASSIGNMENT AGREEMENT (“Agreement”) is made and entered into as of this 1st day of June, 2009, by and between SARS Corporation, a Nevada corporation (“Seller”) and The Clarence Group, LLC, a Missouri limited liability company (“Creditor”).
ContractEmployment Agreement • December 12th, 2008 • Sars Corp. • Services-prepackaged software • Washington
This Employment Agreement (“Agreement”), dated December 8, 2008, is made by and between Christopher Wain (“Employee”) and SARS Corporation, a Nevada corporation (“Company”). Collectively referred to herein as the “Parties.”
AGREEMENT CONCERNING THE AGREEMENT AND PLAN OF MERGER BY AND AMONG MYCOM GROUP, INC., MYCOM ACQUISITION CORPORATION, a wholly owned subsidiary of Mycom Group, Inc., AND VERITAS SOLUTIONS, INC., THE SECURITY HOLDERS OF VERITAS SOLUTIONS, INC. AND...Agreement and Plan of Merger • August 31st, 2007 • Mycom Group Inc /Nv/ • Blank checks • Nevada
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made this 28th day of August, 2007 (the “Closing Date”), by and between Mycom Group, Inc. a Nevada corporation (“Mycom”), Mycom Acquisition Corporation, a Nevada corporation and a wholly owned subsidiary of Mycom (“MergerCo”), Veritas Solutions, Inc., a Washington corporation (“VSI”), the security holders of VSI (the “VSI Security Holders”) who are listed on Exhibit 1.2 attached hereto and Secure Asset Reporting Services Inc., an Alaska corporation and a wholly owned subsidiary of VSI (“SARS”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • June 3rd, 2009 • Sars Corp. • Services-prepackaged software
This Agreement and Plan of Merger (the “Merger Agreement”) dated as of May 21, 2009, by and among SARS Corporation (“SARS”), a corporation formed under the laws of the State of Nevada, and/or its assignees, Environmental Insulation, LLC (“EI”), a limited liability company formed under the laws of Nevada, EI Acquisition Corp. (the “EI Merger Sub”), a corporation to be formed under the laws of the State of Nevada and a wholly owned subsidiary of SARS, ESDD, LLC (“ESDD”), a limited liability company formed under the laws of the State of Tennessee, ESDD Acquisition Corp., a corporation to be formed under the laws of the State of Nevada and a wholly owned subsidiary of SARS (the “ESDD Merger Sub”), Alternatech, Inc. (“Alternatech”), a corporation formed under the laws of the State of Illinois, Alternatech Acquisition Corp. (the “Alternatech Merger Sub”), a corporation to be formed under the laws of the State of Nevada and a wholly owned subsidiary of SARS, Associated Mechanical, Inc. (“AMI”
March 1, 2004Sars Corp. • February 19th, 2008 • Blank checks
This Engagement Agreement confirms the principal terms under which Monty Abbott1 and the corporation to be formed in Washington State and named Veritas Solutions, Inc. (“Veritas” or the “Company”), agrees to engage The Otto Law Group, PLLC (“Otto Law”). Under this Engagement Agreement, Otto Law will assist Veritas with various matters including, without limitation, the following:
ASSET PURCHASE AGREEMENT BY AND BETWEEN JINKHOLD, LTD. A United Kingdom CorporationAsset Purchase Agreement • October 30th, 2007 • Mycom Group Inc /Nv/ • Blank checks
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • March 18th, 2008 • Sars Corp. • Blank checks • Washington
This Consulting Services Agreement (“Agreement”), dated March 14, 2008, is made by and between Christopher Wain of ASAI Consulting (“Consultant”) and SARS Corporation, a Nevada corporation (“Company”). Collectively referred to herein as the “Parties.”
AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 2nd, 2009 • Sars Corp. • Services-prepackaged software • Washington
This Amendment No. 3 (the “Amendment”), entered into September 28, 2009, to the Agreement and Plan of Merger (the “Agreement” or “Merger Agreement”), executed on or around May 22, 2009, and amended on or around July 8, 2009 and on July 15, 2009, by and between SARS Corporation (“SARS”), a corporation formed under the laws of the State of Nevada, and/or its assignees, Environmental Insulation, LLC (“EI”), a limited liability company formed under the laws of the State of Nevada, EI Acquisition Corp. (the “EI Merger Sub”), a corporation to be formed under the laws of the State of Nevada and a wholly owned subsidiary of SARS, ESDD, LLC (“ESDD”), a limited liability company formed under the laws of the State of Tennessee, ESDD Acquisition Corp., a corporation to be formed under the laws of the State of Nevada and a wholly owned subsidiary of SARS (the “ESDD Merger Sub”), Alternatech, Inc. (“Alternatech”), a corporation formed under the laws of the State of Illinois, Alternatech Acquisition
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 9th, 2009 • Sars Corp. • Services-prepackaged software
This Amendment No. 1 (the “Amendment”), entered into July 7, 2009, to the Agreement and Plan of Merger (the “Agreement” or “Merger Agreement”) executed on or around May 22, 2009, by and between SARS Corporation (“SARS”), a corporation formed under the laws of the State of Nevada, and/or its assignees, Environmental Insulation, LLC (“EI”), a limited liability company formed under the laws of the State of Nevada, EI Acquisition Corp. (the “EI Merger Sub”), a corporation to be formed under the laws of the State of Nevada and a wholly owned subsidiary of SARS, ESDD, LLC (“ESDD”), a limited liability company formed under the laws of the State of Tennessee, ESDD Acquisition Corp., a corporation to be formed under the laws of the State of Nevada and a wholly owned subsidiary of SARS (the “ESDD Merger Sub”), Alternatech, Inc. (“Alternatech”), a corporation formed under the laws of the State of Illinois, Alternatech Acquisition Corp. (the “Alternatech Merger Sub”), a corporation to be formed un
