REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 26th, 2007 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New Jersey
REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of August 25, 2004 by and between TEXAS PROTOTYPES, INC., a Texas corporation (the “Company”), and CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 2nd, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New Jersey
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 29, 2008, by and among TXP CORPORATION, a Nevada corporation (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).
INVESTOR REGISTRATION RIGHTS AGREEMENTInvestor Registration Rights Agreement • June 9th, 2006 • Ytxp Corp • Services-prepackaged software • New Jersey
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 5, 2006, by and among YTXP CORPORATION (f/k/a Stock Market Solutions, Inc.), a Nevada corporation (the “Company”), and the undersigned investors listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).
SECURITY AGREEMENTSecurity Agreement • June 9th, 2006 • Ytxp Corp • Services-prepackaged software • New Jersey
THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of June 5, 2006, by and between YTXP CORPORATION (f/k/a Stock Market Solutions, Inc.), a Nevada corporation (the “Company”), and the BUYER(S) listed on Schedule I attached to the Securities Purchase Agreement dated the date hereof (the “Secured Party”).
STANDBY EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • January 26th, 2007 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New Jersey
THIS STANDBY EQUITY DISTRIBUTION AGREEMENT (the “Agreement”) is entered into as of August 25, 2004 between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”), and TEXAS PROTOTYPES, INC., a Texas corporation (the “Company”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 2nd, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New Jersey
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 29, 2008, by and among TXP CORPORATION, a Nevada corporation (the “Company”), and the undersigned Buyers listed on Schedule I attached hereto (each, a “Buyer” and collectively, the “Buyers”).
SECURITY AGREEMENTSecurity Agreement • April 5th, 2007 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New Jersey
THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of March 30, 2007, by and between TXP CORPORATION, a Nevada corporation with its principal place of business located at 1299 Commerce Drive, Richardson, Texas, 75081 (the “Parent”), and the each subsidiary of the Parent listed on Schedule I attached hereto (each a “Subsidiary,” and collectively and together with the Parent, the “Company”), in favor of the BUYER(S) (the “Secured Party”) listed on Schedule I attached to the Securities Purchase Agreement (the “Securities Purchase Agreement”) dated the date hereof between the Company and the Secured Party.
ESCROW AGREEMENTEscrow Agreement • June 24th, 2004 • Stock Market Solutions Inc • Services-prepackaged software • Nevada
THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of June __, 2004 by STOCK MARKET SOLUTIONS INC., a Nevada corporation (the “Company”); CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”); and BUTLER GONZALEZ LLP (the “Escrow Agent”).
AMENDED AND RESTATED SECURITY AGREEMENTAmended and Restated Security Agreement • June 9th, 2006 • Ytxp Corp • Services-prepackaged software • New Jersey
THIS AMENDED AND RESTATED SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of June 5, 2006, by and between TEXAS PROTOTYPES, INC., a Texas corporation (the “Company”), and Cornell Capital Partners, LP (the “Secured Party”).
SECURITY AGREEMENTSecurity Agreement • June 2nd, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New Jersey
THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of May 29, 2008, by and between TXP CORPORATION, a Nevada corporation with its principal place of business located at 1299 Commerce Drive, Richardson TX 75081 (the “Company”), and any subsidiaries of the Company who became a party to this Agreement pursuant to Section 6.13 (together with the Company, singularly a “Grantor”, and collectively the “Grantors”), in favor YA GLOBAL INVESTMENTS, L.P. (the “Secured Party”).
Employment Agreement This Agreement effective the day of: May 1, 2001 Between: David Leitzke (The employee.) 3528 Moss Point Place Lake Mary, Fl 32746 AND Jesselivermore.com Inc. (the employer) 1752 N.W. Third Terrace Suite 118-C Fort Lauderdale, Fl...Employment Agreement • July 18th, 2002 • Stock Market Solutions Inc • Services-prepackaged software
Whereas The Employer desires to obtain the benefit of the services of the Employee, and the Employee desires to render such services in the terms and conditions set forth in this Agreement.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 22nd, 2006 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New York
AGREEMENT, dated as of November 22, 2006 between G-3 Global Investments, Inc., a Texas Corporation ("Seller"), and TXP Corporation, a Nevada corporation with offices at 1299 Commerce Drive, Richardson, TX 75082 (the "Purchaser").
CONSULTING AGREEMENTConsulting Agreement • June 15th, 2004 • Stock Market Solutions Inc • Services-prepackaged software • Nevada
This Consulting Agreement (the “Agreement”) made by and between Gordon Badger, individually (“Consultant”) and Stock Market Solutions, Inc. (“Company”) as of May 15th, 2004.
BY AND AMONGAgreement and Plan of Merger • June 21st, 2005 • Stock Market Solutions Inc • Services-prepackaged software • Texas
AGREEMENTAgreement • December 31st, 2007 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New York
This AGREEMENT, dated as of December 28, 2007 (the “Agreement”), by and among TXP Corporation, a Nevada corporation (the “Company”) and the investors named on the signature pages annexed hereto (collectively, the “Investor”). This agreement will expire on January 16, 2009. This agreement also extends the terms of previous JVE-TXP Collateral Agreements dated July 28, 2006 and October 12, 2006 to expire concurrently with this agreement on January 16, 2009.
Employment Agreement This Agreement effective May 1, 2001 Between: Dennis Kranyak (The employee.) 6397 Union Mill Road Clifton, VA 20124 AND Jesselivermore.com Inc. (the employer) 1752 N.W. Third Terrace Suite 118-C Fort Lauderdale, FL 33311 Whereas...Employment Agreement • July 18th, 2002 • Stock Market Solutions Inc • Services-prepackaged software
Whereas The Employer desires to obtain the benefit of the services of the Employee, and the Employee desires to render such services in the terms and conditions set forth in this Agreement.
Software Rights Agreement between: RICHARD SMITTEN 1752 N.W. 3rd Terrace Ste. 118C Fort Lauderdale, Fl. 33311 Phone 954-524-1452 Fax 954-462-7916 Email Rsmitten@aol.com AND To: jesselivermore.com Inc. 1752 N.W. 3rd Terrace Ste. 118C Fort Lauderdale,...Software Rights Agreement • July 18th, 2002 • Stock Market Solutions Inc • Services-prepackaged software
Employment Agreement This Agreement effective Nov 19, 1999 Between: Richard Smitten (The employee.) 1752 N.W. Third Terrace Suite 118-C Fort Lauderdale, Fl 33311 AND jesselivermore.com Inc. (the employer) 1752 N.W. Third Terrace Suite 118-C Fort...Employment Agreement • July 18th, 2002 • Stock Market Solutions Inc • Services-prepackaged software
Whereas The Employer desires to obtain the benefit of the services of the Employee, and the Employee desires to render such services in the terms and conditions set forth in this Agreement.
STOCK MARKET SOLUTIONS INC. PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • June 24th, 2004 • Stock Market Solutions Inc • Services-prepackaged software • Nevada
The undersigned, Stock Market Solutions Inc., a Nevada corporation (the “Company”), hereby agrees with Newbridge Securities Corporation (the “Placement Agent”) and Cornell Capital Partners, LP, a Delaware Limited Partnership (the “Investor”), as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 11th, 2007 • TXP Corp • Electronic & other electrical equipment (no computer equip) • Texas
This SECURITIES PURCHASE AGREEMENT, dated as of September 6, 2007 (the “Agreement”), by and among TXP Corporation, a Nevada corporation (the “Company”) and Dyna Porter International Limited, a British Virgin Islands company (the “Investor”).
TXP CORPORATION Secured Convertible Note Due: December 13, 2010TXP Corp • December 17th, 2007 • Electronic & other electrical equipment (no computer equip)
This Secured Convertible Note (the “Note”) is issued by TXP CORPORATION, a Nevada corporation (the “Company”), to YA GLOBAL INVESTMENTS, L.P. (F/K/A CORNELL CAPITAL PARTNERS, L.P.) (the “Holder”), pursuant to that certain Securities Purchase Agreement (the “Securities Purchase Agreement”) dated March 30, 2007.
CONSULTING SERVICES AGREEMENT - CONSULTING AGREEMENT This Consulting Agreement (the "Agreement") made by and between Duncan Cleworth individually ("Consultant") and Stock Market Solutions, Inc.. ("Company") as of June 1, 2003. WITNESSETH WHEREAS, the...Consulting Services Agreement - Consulting Agreement • July 7th, 2003 • Stock Market Solutions Inc • Services-prepackaged software
Consulting Agreement Between: jesselivermore.com IncConsulting Agreement • July 18th, 2002 • Stock Market Solutions Inc • Services-prepackaged software
AMENDMENT NO. 2 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 5th, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip)
THIS AMENDMENT NO. 2 TO REGISTRATION RIGHTS AGREEMENT (this “Amendment”), is entered into on June 5, 2008 by and between TXP CORPORATION, a Nevada corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (F/K/A CORNELL CAPITAL PARTNERS, L.P.) (the “Buyer”).
An agreement between Richard Smitten and Patricia Livermore: RICHARD SMITTEN 1752 N.W. 3RD Terrace Ste. 118c Fort Lauderdale, FL 33311 PATRICIA LIVERMORE 130 East 61st Street, New York, NY 10021 The basic agreement transfers the copyright for the book...Stock Market Solutions Inc • September 23rd, 2002 • Services-prepackaged software
The basic agreement transfers the copyright for the book HOW TO TRADE IN STOCKS originally registered on May 3, 1940 under the name of Jesse L. Livermore. It was thereby registered under file A144838 in the US copyright office.
FORBEARANCE AGREEMENTForbearance Agreement • January 15th, 2009 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New Jersey
FORBEARANCE AGREEMENT (this “Agreement”), dated of as January 15, 2009, by and between TXP CORPORATION, a Nevada corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (formerly, CORNELL CAPITAL PARTNERS, LP) (“YA Global”). All capitalized terms used herein shall have the respective meanings assigned thereto in the Transaction Documents (as defined below) unless otherwise defined herein.
WAIVER AND AGREEMENTWaiver and Agreement • November 19th, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip)
THIS WAIVER AND AGREEMENT (this “Waiver”), is entered into by and between TXP CORPORATION, a Nevada corporation (the “Company”), and YA GLOBAL INVESTMENTS, LP (“YA Global”) on November 18, 2008.
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • June 2nd, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New Jersey
INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of May 29, 2008, by TXP Corporation (the “Company”) in favor of YA Global Investments, L.P. (the “Secured Party”).
INTERCREDITOR AND SUBORDINATION AGREEMENTIntercreditor and Subordination Agreement • August 19th, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip) • Texas
This INTERCREDITOR AND SUBORDINATION AGREEMENT (this “Agreement”) is made effective as of August 13, 2008 by and among TXP CORPORATION, a Nevada corporation (the “Borrower”), LANDRY MARKS LP, a Texas limited partnership (“Landry Marks”), and YA GLOBAL INVESTMENTS, L.P., (formerly known as Cornell Capital Partners, LP), a Cayman Islands exempted limited partnership (“YA Global”), and all other parties as Creditors or participants who may now or hereinafter join in and consent to the terms and conditions of this Agreement and do thereby agree to be bound by this Agreement in respect of the terms hereof.
Mr. Michael C Shores Chief Executive Officer TXP Corporation Richardson, TX 75081 August 20, 2008 Mr. Mark Angelo Yorkville Advisors, LLC Jersey City, NJ 07302 Dear Mark:Letter Agreement • August 22nd, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip)
This letter agreement (“Agreement”) confirms the understanding and agreement between TXP Corporation (“TXP”), a Nevada Corporation, Yorkville Advisors, LLC and YA Global Investments, LP (collectively, “Yorkville”).
Amendment to Software Rights Agreement between:Software Rights • June 24th, 2004 • Stock Market Solutions Inc • Services-prepackaged software
In consideration of the issuance of 3,000,000 unregistered shares of common stock of Stock Market Solutions, Inc., I, Richard Smitten, agree to grant permission to use my third book to develop the software. This will be an exclusive grant of rights and include total access to the book: “Trade Like Jesse Livermore” to be published by John Wiley and Sons. The permission will include the book and all subsequent editions of the book, including versions made by nonprofit organizations for use of blind or physically handicapped persons, and in all foreign-language translations and other derivative works published or prepared by John Wiley and Sons or its licensees, for distribution throughout the world.
GUARANTYGuaranty • June 2nd, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip) • New Jersey
GUARANTY, dated as of May 29, 2008 made by each of the undersigned (each a "Guarantor", and collectively, the "Guarantors"), in favor of YA GLOBAL INVESTMENTS, L.P. (the “Buyer”).
Via e-mail and fax Re: Engagement Agreement Dear Sirs: This letter sets forth the terms by which I shall be engaged in connection with matters described below. I agree that the terms and conditions of the engagement shall be as set forth in this...Stock Market Solutions Inc • March 13th, 2003 • Services-prepackaged software
Exhibit 10.2 Website Rights Agreement with Mr. Kranyak WEB SITE --Rights Agreement between: Dennis Kranyak 6397 Union Mill Road Clifton, VA 20124 AND To: jesselivermore.com Inc. 1752 N.W. 3RD Terrace--Ste. 118c Fort Lauderdale, Fl.--33311 Dated...Website Rights Agreement • April 22nd, 2002 • Stock Market Solution Inc
FACTORING AND SECURITY AGREEMENTFactoring and Security Agreement • August 19th, 2008 • TXP Corp • Electronic & other electrical equipment (no computer equip) • Texas
THIS FACTORING AND SECURITY AGREEMENT is made as of August 13, 2008 by and between TXP CORPORATION, a Nevada Corporation (“Seller”) and LANDRY MARKS PARTNERS LP, a Texas limited partnership (“Purchaser”).
