Sheervision, Inc. Sample Contracts

AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • October 13th, 1999 • Nu Electric Corp • Utah
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ARTICLE I
Securities Purchase Agreement • December 7th, 2005 • Clean Water Technologies Inc • Non-operating establishments • New York
OF
Intercreditor Agreement • March 28th, 2006 • Clean Water Technologies Inc • Non-operating establishments • New York
RECITALS
Agreement and Plan • October 13th, 1999 • Nu Electric Corp
Contract
Rights Agreement • February 25th, 2010 • Sheervision, Inc. • Optical instruments & lenses • Delaware

RIGHTS AGREEMENT (the “Rights Agreement”), effective as of February 19, 2010, between SHEERVISION, INC., a Delaware corporation (the “Company”) with executive offices at 4030 Palos Verdes Drive N., Suite 104, Rolling Hills California 90274, and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, (the “Rights Agent”), a New York corporation with executive offices located at 17 Battery Place, 8th Floor, New York, New York 10004.

ARTICLE I
Share Exchange and Reorganization Agreement • March 28th, 2006 • Clean Water Technologies Inc • Non-operating establishments • New York
Ex - 10.11 AGREEMENT TO PROVIDE INSURANCE
Agreement • March 28th, 2006 • Clean Water Technologies Inc • Non-operating establishments

References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "***" has been omitted due to text length limitations. --------------------------------------------------------------------------------

DEFINITIVE SUBSCRIPTION AGREEMENT CLEAN WATER TECHNOLOGIES, INC. DBA , INC.
Definitive Subscription Agreement • May 11th, 2006 • Clean Water Technologies Inc • Non-operating establishments • New York
WITNESSTHETH
Supply and License Agreement • April 5th, 2006 • Clean Water Technologies Inc • Non-operating establishments • New York
Contract
Employment Agreement • February 25th, 2010 • Sheervision, Inc. • Optical instruments & lenses • California

EMPLOYMENT AGREEMENT, dated as of February 19, 2010 (the “Agreement”) between SHEERVISION, INC., a Delaware corporation with a principal place of business at 4030 Palos Verdes Drive N., Suite 104, Rolling Hills California 90274, and Suzanne Lewsadder, an individual resident of the State of California residing at 111 Cottonwood Circle, Rolling Hills Estates, CA 90274 (“Employee”).

INVENTORY MANAGEMENT AND MONITORING AGREEMENT
Inventory Management and Monitoring Agreement • December 10th, 2010 • Sheervision, Inc. • Optical instruments & lenses • New York

THIS AGREEMENT (“Agreement”), dated this 1st day of September, 2010 (the “Effective Date”), is made by and between SheerVision, Inc. (“SheerVision”), a Delaware corporation with its principal place of business at 4030 Palos Verdes Drive North, Suite 104, Rolling Hills, CA 90274, and Assurance Funding Solutions, LLC (“Assurance”), a Texas limited liability company, with its principal place of business at 15400 Knoll Trail Drive, Suite 336, Dallas, Texas 75248.

ARTICLE 11 REPRESENTATIONS AND WARRANTIES
Merger Agreement • August 16th, 2001 • Nu Electric Corp • Non-operating establishments • Florida
SHEERVISION LOGO]
Clean Water Technologies Inc • April 5th, 2006 • Non-operating establishments
Escalator Investments, Inc., a Pennsylvania corporation with subsidiary Escalator Securities, Inc., a Pennsylvania corporation Frank Communications Corp., a Pennsylvania corporation Clean Water Technologies, Inc., a Florida limited liability company
Nu Electric Corp • October 13th, 1999

Escalator Investments, Inc., a Pennsylvania corporation with subsidiary Escalator Securities, Inc., a Pennsylvania corporation

LOAN AGREEMENT
Loan Agreement • March 26th, 2008 • Sheervision, Inc. • Optical instruments & lenses • New York

IN CONSIDERATION OF the Lender loaning certain monies (the “Loan”) to the Borrower and the Borrower repaying the Loan to the Lender, both parties agree to keep, perform and fulfill the promises and conditions set out in this Agreement:

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Exhibit 10.20 CONFIDENTIAL TREATMENT REQUEST [*] INDICATES INFORMATION THAT HAS BEEN OMITTED PURSUANT TO A CONFIDENTIAL TREATMENT REQUEST AND THIS INFORMATION HAS BEEN FILED UNDER SEPARATE COVER WITH THE COMMISSION. CONSULTING AGREEMENT BETWEEN [*]...
Clean Water Technologies Inc • April 5th, 2006 • Non-operating establishments

This agreement outlines the terms and condition for which [*] (hereafter referred to as [*] or [*]) and Sheervision enter into an arrangement wherein [*] will provide product development consulting service to Sheervison. The history of product development to date will be outlined and work product and ownership will be discussed.

SECURITY AGREEMENT
Security Agreement • December 10th, 2010 • Sheervision, Inc. • Optical instruments & lenses • Florida

THIS SECURITY AGREEMENT (the "Security Agreement") is entered into as of September 1, 2010, by and between SheerVision, Inc., a Delaware corporation (the "Company"), and Assurance Funding Solutions, Inc. ("Secured Party").

Student Purchasing Program Venture Agreement
Purchasing Program Venture Agreement • December 10th, 2010 • Sheervision, Inc. • Optical instruments & lenses • New York

THIS AGREEMENT made effective as of the ___ day of September, 2010 between SHEERVISION, INC., a Delaware corporation with an address at 4030 Palos Verdes Drive North, Suite 104, Rolling Hills Estates, CA 90274 (“SheerVision”) and ASSURANCE FUNDING SOLUTIONS, LLC, a Texas limited liability company with an address at 15400 Knoll Trail Drive, Suite 336, Dallas, Texas 75248 (“Assurance”).

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