Axtion Foods Inc Sample Contracts

S3 Investment Company, Inc. – AMENDMENT NO. 1 TO THE PUT AGREEMENT (November 18th, 2008)

This Amendment No. 1 to the Put Agreement (this "Amendment") is entered into as of the 9th day of July, 2008, by and among S3 Investment Company, Inc., a California corporation (the “Company” or “SIVC”), and the investors listed on the SCHEDULE OF INVESTORS attached to the original Put Agreement (the “Investors”).

S3 Investment Company, Inc. – Agreement to Serve On Board of Directors (November 18th, 2008)

This Agreement (the "Agreement") is made as of March 1, 2008 by and between Gary Nerison ("Individual”) and S3I Investment Company, Inc., a California company (the "Company") in the following factual context:

S3 Investment Company, Inc. – AMENDMENT NO. 2 TO THE BRIDGE LOAN AGREEMENT (November 18th, 2008)

This Amendment No. 2 to the Bridge Loan Agreement (this "Amendment") is entered into as of the 9th day of July, 2008, by and among S3 Investment Company, Inc., a California corporation (the “Company” or “SIVC”), and the investors listed on the SCHEDULE OF INVESTORS attached to the original Bridge Loan Agreement, as amended in Amendment No. 1 to the Bridge Loan Agreement (the “Investors”).

S3 Investment Company, Inc. – Agreement to Serve On Board of Directors (November 18th, 2008)

This Agreement (the "Agreement") is made as of March 1, 2008 by and between James Bickel ("Individual”) and S3 Investment Company, Inc., a California company (the "Company") in the following factual context:

S3 Investment Company, Inc. – AMENDMENT NO. 1 TO THE BRIDGE LOAN AGREEMENT (November 18th, 2008)

This Amendment No. 1 to the Bridge Loan Agreement (this "Amendment") is entered into as of the 9TH day of July, 2008, by and among S3 Investment Company, Inc., a California corporation (the “Company” or “SIVC”), and the investors listed on the SCHEDULE OF INVESTORS attached to the original Bridge Loan Agreement (the “Investors”).

S3 Investment Company, Inc. – EMPLOYMENT AGREEMENT (November 18th, 2008)

THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into to be effective as of January 26, 2007 by S3 Investment Company, Inc., a California corporation (the “Company”) and James Bickel (the “Executive”).

S3 Investment Company, Inc. – CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION S3 INVESTMENT COMPANY, INC. (November 18th, 2008)
S3 Investment Company, Inc. – CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF S3I HOLDINGS, INC. (November 18th, 2008)
S3 Investment Company, Inc. – BRIDGE LOAN AGREEMENT (November 18th, 2008)

This Bridge Loan Agreement is made as of February 19, 2008 (the “Effective Date”) among S3 Investment Company, Inc., a California corporation (the “Company” or “SIVC”), and the investors listed on the SCHEDULE OF INVESTORS attached hereto (the “Investors”).

S3 Investment Company, Inc. – CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION S3 INVESTMENT COMPANY, INC. (November 18th, 2008)
S3 Investment Company, Inc. – CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF AXTION FOODS, INC. (November 18th, 2008)

This amendment was also approved by a majority of the shareholders of the Corporation by a written consent in lieu of a special meeting. The number of shares outstanding and entitled to vote on the shares authorization amendment to the Articles of Incorporation is 26,982,000; said change and amendment have been consented to by a majority of the stockholders holding at least a majority of each class of stock outstanding and entitled to vote thereon. The percentage vote required was more than 50%.

S3 Investment Company, Inc. – LAW OFFICE OF JILLIAN SIDOTI 34721 Myrtle Court Winchester, CA 92596 November 13, 2008 S3 Investment Company, Inc. Board of Directors 4115 Blackhawk Plaza Circle, Suite 100 Danville, CA 94506 RE: (November 18th, 2008)

I have been retained by S3 Investment Company, Inc. a California corporation (the "Company"), in connection with the Registration Statement (the "Registration Statement") on Form S-1, to be filed by the Company with the U.S. Securities and Exchange Commission relating to the offering of securities of the Company. You have requested that I render my opinion as to whether or not the securities previously issued on terms set forth in the Registration Statement are validly issued, fully paid, and non-assessable.

S3 Investment Company, Inc. – Agreement to Serve On Board of Directors (November 18th, 2008)

This Agreement (the "Agreement") is made as of March 1, 2008 by and between Manhong Liu ("Individual”) and S3I Investment Company, Inc., a California company (the "Company") in the following factual context:

S3 Investment Company, Inc. – BRIDGE LOAN AGREEMENT (November 18th, 2008)

This Bridge Loan Agreement is made as of January 28, 2008 (the “Effective Date”) between S3 Investment Company, Inc., a California corporation (the “Company” or “SIVC”), and the investors listed on the SCHEDULE OF INVESTORS attached hereto (the “Investors”).

S3 Investment Company, Inc. – AMENDMENT NO. 1 TO THE BRIDGE LOAN AGREEMENT (November 18th, 2008)

This Amendment No. 1 to the Class B Bridge Loan Agreement (this "Amendment") is entered into as of the 9th day of July, 2008, by and among S3 Investment Company, Inc., a California corporation (the “Company” or “SIVC”), and the investors listed on the SCHEDULE OF INVESTORS attached to the original Class B Bridge Loan Agreement (the “Investors”).

S3 Investment Company, Inc. – CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION S3 INVESTMENT COMPANY, INC. (February 12th, 2007)
S3 Investment Company, Inc. – PROMISSORY NOTE (Standard Form) (November 8th, 2006)

S3 Investment Company, Inc., a California corporation, for value received, promises to pay to the order of La Jolla Cove Investors, Inc. at 7817 Herschel Ave., #200, La Jolla, California 92037 or such other place as the holder hereof may in writing direct, the sum of one hundred thousand dollars ($100,000). If any monthly payment is not paid within ten days of its due date, interest shall accrue on the balance due, from the date hereof, at the rate of 9% per annum.

S3 Investment Company, Inc. – OFFICERS, DIRECTORS AND CONSULTANTS (October 6th, 2006)
S3 Investment Company, Inc. – OFFICERS, DIRECTORS AND CONSULTANTS (August 9th, 2006)
S3 Investment Company, Inc. – WARRANT TO PURCHASE COMMON STOCK (June 13th, 2006)

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT FOR DISTRIBUTION, AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED NEITHER THE WARRANT NOR THE SHARES MAY BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED. THIS WARRANT MUST BE SURRENDERED TO THE COMPANY OR ITS TRANSFER AGENT AS A CONDITION PRECEDENT TO THE SALE, PLEDGE OR OTHER TRANSFER OF ANY INTEREST IN THIS WARRANT OR THE SHARES ISSUABLE HEREUNDER.

S3 Investment Company, Inc. – CERTIFICATE OF DESIGNATION OF SERIES C PREFERRED STOCK OF S3I INVESTMENT COMPANY, INC (May 25th, 2006)
S3 Investment Company, Inc. – S3 INVESTMENT COMPANY, INC. STOCK COMPENSATION PLAN FOR EMPLOYEES, OFFICERS, DIRECTORS AND CONSULTANTS (April 28th, 2006)
Axtion Foods Inc – OFFICE LEASE AND MAIL SERVICE AGREEMENT (March 11th, 2002)

This Agreement, executed this 10th day of December, 2001, by and between LJMG, Inc. dba First Choice Executive Suites and Axtion Foods, Inc. hereinafter referred to as "Client" for the following services rendered:

Axtion Foods Inc – MAIL SERVICE AGREEMENT (January 18th, 2002)

This Agreement, executed this 10th day of December, 2001, by and between LJMG, Inc. dba First Choice Executive Suites and Axtion Foods, Inc. hereinafter referred to as "Client" for the following services rendered:

Axtion Foods Inc – PURCHASE AGREEMENT (November 5th, 2001)

THIS PURCHASE AGREEMENT is made and entered into this 12th day of July 2001, by and between Dr. Charles Cochran, 1599 Chilton Street, Arroyo Grande, CA, 93420, ("Seller") and Axtion Foods, ("Purchaser");