Explorations Group Inc Sample Contracts

Hawk Systems, Inc. – CONVERTIBLE NOTE (November 15th, 2010)

FOR VALUE RECEIVED, the undersigned, Hawk Systems, Inc., 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Borrower”), hereby promises to pay to Joseph A. Infante, of 7996 Cranes Pointe Way, West Palm Beach, Fl 33412 (the “Holder”), on order, without demand, in lawful currency of the United States of America, the principal sum of Two Hundred and Thirty six thousand dollars and 00/100 ($236,000.00) (the “Loan”), in accordance with the provisions of this promissory note (this “Note”).

Hawk Systems, Inc. – PROMISSORY NOTE Principal Amount: $25,000 Original Issue Date: May 20, 2010 (August 26th, 2010)

FOR VALUE RECEIVED, the undersigned, Hawk Systems, Inc., 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Borrower”), hereby promises to pay to David Coriaty, 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Holder”), on order, without demand, in lawful currency of the United States of America, the principal sum of Twenty Five Thousand Dollars and 00/100 ($25,000.00) (the “Loan”), in accordance with the provisions of this promissory note (this “Note”):

Hawk Systems, Inc. – CONSULTING AGREEMENT (August 26th, 2010)

This Consulting Agreement ("the agreement "), effective as of Friday, May 21, 2010 which is entered into and by and between Hawk Systems, Inc , a Delaware Corporation (herein referred to as "the Company") and A.S. Austin company a (herein referred to as "the consultant")

Hawk Systems, Inc. – PROMISSORY NOTE Principal Amount: $100,000 Original Issue Date: April 1, 2010 (August 26th, 2010)

FOR VALUE RECEIVED, the undersigned, Hawk Systems, Inc. and David Coriaty, 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Borrower”), hereby promises to pay to Bryant McFadden, at ______________________________ (the “Holder”), on order, without demand, in lawful currency of the United States of America, the principal sum of One Hundred Thousand Dollars and 00/100 ($100,000.00) (the “Loan”), in accordance with the provisions of this promissory note (this “Note”):

Hawk Systems, Inc. – PROMISSORY NOTE Principal Amount: $67,600 Original Issue Date: April 28, 2010 (May 20th, 2010)

FOR VALUE RECEIVED, the undersigned, Hawk Systems, Inc., 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Borrower”), hereby promises to pay to David Coriaty, 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Holder”), on order, without demand, in lawful currency of the United States of America, the principal sum of Sixty Seven Thousand Six Hundred Dollars and 00/100 ($67,600.00) (the “Loan”), in accordance with the provisions of this promissory note (this “Note”):

Hawk Systems, Inc. – PROMISSORY NOTE Principal Amount: $40,000 Original Issue Date: February 1, 2010 (May 20th, 2010)

FOR VALUE RECEIVED, the undersigned, Hawk Systems, Inc., 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Borrower”), hereby promises to pay to David Coriaty, 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Holder”), on order, without demand, in lawful currency of the United States of America, the principal sum of Forty Thousand Dollars and 00/100 ($40,000.00) (the “Loan”), in accordance with the provisions of this promissory note (this “Note”):

Hawk Systems, Inc. – PROMISSORY NOTE Principal Amount: $100,000 Original Issue Date: January 31, 2010 (May 20th, 2010)

FOR VALUE RECEIVED, the undersigned, Hawk Systems, Inc., 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Borrower”), hereby promises to pay to David Coriaty, 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Holder”), on order, without demand, in lawful currency of the United States of America, the principal sum of One Hundred Thousand Dollars and 00/100 ($100,000.00) (the “Loan”), in accordance with the provisions of this promissory note (this “Note”):

Hawk Systems, Inc. – AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (May 20th, 2010)
Hawk Systems, Inc. – Hawk Systems Inc. Signs Letter of Intent with First United for ATM Touch & Go POS Biometric Security Technology BOCA RATON, Fla., May 10, 2010 (BUSINESS WIRE) -- (May 14th, 2010)

Hawk System Inc. (OTCBB:HWSY) announced that the Company in conjunction with First United, Inc. have agreed to install up to six (6) Hawk Systems identification software into up to 6 ATM machines in the New York Metropolitan area on a pilot program basis. If First United Inc. deems the project to be successful; the Company anticipates that the Company will install systems through out the entire First United network.

Hawk Systems, Inc. – AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (April 15th, 2010)

THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT, dated as of April 9, 2010 (this “Amendment”), effective as of May 1, 2009, by and between Mr. David Coriaty, a resident of the State of Florida (the “Executive”), and Hawk Systems, Inc., a Delaware corporation (collectively, the “Company”).

Hawk Systems, Inc. – CONSULTING AGREEMENT (March 1st, 2010)

This Consulting Agreement (“Agreement”) is entered into as of February 23, 2010 by and between Hawk Systems, Inc., a Delaware corporation, with offices located at 2385 NW Executive Center Drive, Suite 100, Boca Raton, Florida 33431 (“the Company”) and Griffin Enterprises LLC, a Florida Limited Liability Company, with its principal place of business at 127 West Fairbanks Ave Suite 248 Winter Park Florida 32789 and or its affiliates, successors or assigns hereinafter refereed to as (“Griffin”) who are hereinafter sometimes collectively referred to as “the parties.”

Hawk Systems, Inc. – IN THE CIRCUIT COURT OF THE 15TH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA CASE NO.: 50 2009 CA 020142 XXXX MB (AJ) LEONARD TUCKER, as Co-Trustee on behalf of THE TUCKER FAMILY SPENDTHRIFT TRUST, Plaintiff, EXPLORATIONS GROUP, INC., a Delaware corporation, Defendant. ____________________________________/ (January 29th, 2010)

THIS STIPULATION OF SETTLEMENT is executed on the 25th day of January, 2010 between and among LEONARD TUCKER, as Co-Trustee on behalf of the Tucker Family Spendthrift Trust ("Plaintiff") and EXPLORATIONS GROUP, Inc., a Delaware corporation ("Defendant") n/k/a Hawk Systems, Inc. and the parties have agreed as follows:

Hawk Systems, Inc. – AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (January 20th, 2010)

THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT, dated as of January 19, 2010 (this “Amendment”), effective as of December 15, 2009, by and between Mr. Michael Diamant, a resident of the State of Florida (the “Executive”), and Hawk Systems, Inc., a Delaware corporation (collectively, the “Company”).

Hawk Systems, Inc. – EMPLOYMENT AGREEMENT (December 29th, 2009)

THIS AGREEMENT, dated as of December 15 , 2009 (this “Agreement”), is between Hawk Systems, Inc., a Delaware corporation, (the “Company”), and Michael Diamant (the “Executive”).

Hawk Systems, Inc. – UNSECURED PROMISSORY NOTE (November 25th, 2009)

FOR VALUE RECEIVED, Hawk Systems, Inc., a Delaware corporation (the “Borrower”), hereby promises to pay to the order of Cresta Capital Strategies, LLC (the “Lender”), with its principal address at 1175 Walt Whitman Road, Ste. 100, Melville, NY 11747 (Lender and all other or subsequent holders of this Note being sometimes referred to as the “Holder”), the principal sum of Two Hundred Fifty Thousand Dollars ($250,000.00) (the “Loan”) together with interest on the unpaid principal amount until paid in full, upon the following terms:

Hawk Systems, Inc. – AMENDMENT NO. 2 TO INVESTMENT BANKING AGREEMENT (November 25th, 2009)

THIS AMENDMENT NO. 2 TO INVESTMENT BANKING AGREEMENT (this “Amendment”) is dated as of November 23, 2009, by and between Hawk Systems, Inc. (as successor to Hawk Biometric Technologies, Inc. (“Hawk of FL”)), a Delaware corporation with its principal address at 777 South Flagler Dr., Ste. 800, West Palm Beach, FL 33401 (the “Company”), and Cresta Capital Strategies, LLC, with its principal address at 1175 Walt Whitman Road, Ste. 100, Melville, NY 11747 (the “Banker”).

Hawk Systems, Inc. – UNSECURED PROMISSORY NOTE (September 24th, 2009)

FOR VALUE RECEIVED, Hawk Systems, Inc., a Delaware corporation (the “Borrower”), hereby promises to pay to the order of Mark Spanakos (the “Lender”), located at __________________________ (Lender and all other or subsequent holders of this promissory note (the “Note”) being sometimes referred to as the “Holder”), the principal sum of Fifty Thousand Dollars ($50,000.00) (the “Loan”) together with interest on the unpaid principal amount until paid in full, upon the following terms:

Hawk Systems, Inc. – UNSECURED PROMISSORY NOTE (September 24th, 2009)

FOR VALUE RECEIVED, Hawk Systems, Inc., a Delaware corporation (the “Borrower”), hereby promises to pay to the order of Delilah Holdings, LLC (the “Lender”), located at ________________________________ (Lender and all other or subsequent holders of this promissory note (the “Note”) being sometimes referred to as the “Holder”), the principal sum of One Hundred Thousand Dollars ($100,000.00) (the “Loan”) together with interest on the unpaid principal amount until paid in full, upon the following terms:

Hawk Systems, Inc. – CONSULTING AGREEMENT (September 9th, 2009)

This Consulting Agreement (“Agreement”) is entered into as of this 27th day of August, 2009 by and between Hawk Systems, Inc., a Delaware corporation (the “Company”), and Michael Golden (the “Consultant”).

Hawk Systems, Inc. – Hawk Biometric Technologies, Inc. (August 19th, 2009)

Reference is made to the Investment Banking Agreement (the “Agreement”) executed June 4, 2008 between Cresta Capital Strategies, LLC (“Cresta”) and Hawk Biometric Technologies, Inc. (“HAWK”).

Hawk Systems, Inc. – AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (August 19th, 2009)

THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT, dated as of August 14, 2009 (this “Amendment”), by and between Mr. Robert McCann, a resident of the State of Florida (the “Executive”), and Hawk Systems, Inc., a Delaware corporation (collectively, the “Company”).

Hawk Systems, Inc. – EMPLOYMENT AGREEMENT (August 19th, 2009)

THIS AGREEMENT, dated as of May 1, 2009 (this “Agreement”), is between Hawk Systems, Inc., a Delaware corporation, (the “Company”), and David Coriaty (the “Executive”).

Hawk Systems, Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (August 19th, 2009)

This Executive Employment Agreement (the “Agreement”) is made as of May 12, 2009 (the “Effective Date”), by and between Explorations Group, Inc., a Delaware corporation (the “Company”) and Robert E. McCann III (“Executive”), an individual residing at 18042 Cozumel Isle Drive, Tampa, Fl., 33647.

Hawk Systems, Inc. – EXCLUSIVE INVESTMENT BANKING AGREEMENT (August 19th, 2009)

THIS AGREEMENT (the “Agreement”) dated as of June 4, 2008 by and between Hawk Biometric Technologies, Inc. with its principal address at 777 South Flagler Dr. STE. 800, West Palm Beach, FL 33401 (hereafter the “Company”) and Cresta Capital Strategies, LLC, with its principal address at 1175 Walt Whitman Road Ste 100 Melville, NY 11747 USA (the “Banker”).

Explorations Group Inc – FOR IMMEDIATE RELEASE: EXPLORATIONS GROUP ANNOUNCES LETTER OF INTENT TO ACQUIRE SPECIALTY LIGHTING COMPANY (March 16th, 2009)

West Palm Beach, FL – March 9, 2009 --- Explorations Group Inc. (OTCBB: EXGI), announced today that it has signed a non-binding letter of intent to acquire Daniel R. Smith & Associates, Inc. (“DRSA”), a South Florida-based specialty lighting company for a total of $4.2 million to be paid in a combination of cash and debt. In announcing the Letter of Intent, EXGI President David Coriaty stated "the acquisition of DRSA is the next step in EXGI’s plan to assemble a one stop solution for security, lighting and access control for the commercial, industrial and governmental markets by extending our product line to include DRSA’s marine and industrial lighting solutions. Combined with our February 2009 acquisition of Hawk Biometric Technologies, we are now in position to offer a wide range of products for these markets.”

Explorations Group Inc – AGREEMENT AND PLAN OF MERGER (February 26th, 2009)

This Agreement and Plan of Merger (hereinafter the "Agreement") is entered into as of this 19th day of February, 2009, by and among Explorations Group, Inc., a Delaware corporation ("Explorations"), Hawk Acquisition Corp. (“MergerSub”), a Florida corporation, and Hawk Biometric Technologies, Inc., a Florida corporation ("Hawk Biometric").

Explorations Group Inc – Explorations signs letter of intent to acquire Parking Pro (May 27th, 2004)

Exhibit 99.1 Explorations signs letter of intent to acquire Parking Pro BOCA RATON, Fla.-May 26, 2004-Explorations Group Inc. (OTCBB:EXGI), a publicly held Delaware corporation headquartered in Boca Raton, Fla., with a class of securities registered under Section 12(g) of the Exchange Act, today announced the signing of a letter of intent with Parking Pro Inc. ( "ParkingPro" ), a newly formed corporation organized and operating under the laws of the State of New York. ParkingPro and/or affiliates thereto, are operators of public parking facilities in the New York Metropolitan area under leases and management contracts covering parking facilities owned by non-affiliated property owners. Leases generally are for three to twenty year terms. Management contracts generally provide for a fixed fee plus fees for ancillary services and, in general, are cancelable by the property owner on short notice. ParkingPro

Explorations Group Inc – BOND PURCHASE OPTION AGREEMENT (March 31st, 2003)

BOND PURCHASE OPTION AGREEMENT THIS BOND PURCHASE OPTION AGREEMENT (the "Agreement") is made and entered into by and between Explorations Group, Inc., a Delaware corporation (the "Issuer"), and The Yankee Companies, LLC., a Florida limited liability company (hereinafter referred to variously as the "Holder" or "Yankees"). PREAMBLE: WHEREAS, the Issuer and Yankees entered into a certain revolving loan agreement heretofore filed by the Issuer with the United States Securities and Exchange Commission (the "Commission") as an exhibit to the Issuer's registration statement of Form 10-SB (hereinafter referred to as the "Revolving Loan Agreement"), pursuant to which Yankees is entitled to purchase an aggregate of $50,000 in the Issuer's Class A, Series A, Convertible Bonds, a form of which has been heretofore filed by the Issuer with the Commission as an exhibit to the Issuer's registrati

Explorations Group Inc – FACILITY USE AGREEMENT (March 31st, 2003)

FACILITY USE AGREEMENT This agreement is made this 9th day of November, 2002, in Palm Beach County, Florida, between 2 Fit Guys, LLC dba The Grid Iron of Weston (hereafter referred to as "The Gridiron") and POP STARZ, INC. This agreement shall take effect on the 9th day of November, 2002. RECITALS WHEREAS, The Grid Iron of Weston is engaged in the health and fitness business and maintains a fitness studio in the City of Weston, County of Broward in the state of Florida. WHEREAS, POP STARZ, INC. provides "funky," "hip hop" dance classes to children and adults. WHEREAS, POP STARZ, INC. desires to use The Grid Iron in Weston to conduct it's classes. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, The Grid Iron and POP STARZ, INC., covenant and agree as follows: SECTION I TERMS 1. The a

Explorations Group Inc – FACILITY USE AGREEMENT (March 31st, 2003)

FACILITY USE AGREEMENT This agreement is made this 13th day of January 2003 in Palm Beach County, Florida between Zone of Coral Gables (hereafter referred to as "The Zone") and POP STARZ, INC. This agreement shall take effect on the 17th day of February 2003. RECITALS WHEREAS, Zone of Coral Gables is engaged in the health and fitness business and maintains a fitness studio in the City of Coral Gables, County of Dade in the state of Florida. WHEREAS, POP STARZ, INC., provides Afunky, Ahip hop dance classes to children and adults. WHEREAS, POP STARZ, INC., desires to use Zone of Coral Gables to conduct it's classes. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, Zone of Coral Gables and POP STARZ, INC., covenant and agree as follows: SECTION I TERMS 1. The above Recitals are true and correct and incorporated herein. 2. Zone of Coral Gables does hereby agree to allow POP STARZ, INC., to use Zone of Coral Gables dance studio located at 238

Explorations Group Inc – Non-Qualified Stock Option & Stock Incentive Plan (March 31st, 2003)

Explorations Group, Inc. Non-Qualified Stock Option & Stock Incentive Plan Effective as of April 8, 2002 Explorations Group, Inc. Non-Qualified Stock Option & Stock Incentive Plan Indenture State of Florida } County of Palm Beach } ss.: Pursuant to a duly adopted resolution of its Board of Directors, currently in effect, and as authorized by the certificate of incorporation, bylaws and all applicable federal and state laws, Explorations Group, Inc. , a publicly held Delaware corporation (the "Corporation"), intending to be legally bound, hereby establishes and publishes an incentive compensation plan to be known as the "Explorations Group, Inc. Non-Qualified Stock Option & Stock Incentive Plan" (the "Plan"), as follows: Witnesseth: ARTICLE ONE

Explorations Group Inc – FACILITY USE AGREEMENT (November 5th, 2002)

POP STARZ, INC. 2500 North Military Trail, Suite 225D, Boca Raton, FL 33431 Phone: (561) 226-2505 Fax: (561) 998-4635 Cell: (561) 702-3631 FACILITY USE AGREEMENT This agreement is made this 5th day of February, 2002 in Palm Beach County, Florida between Y2 Fitness, Inc. and POP STARZ, INC. This agreement shall take effect on the 1ST day of April, 2002. RECITALS WHEREAS, Y2 Fitness, Inc., is engaged in the health and fitness business and maintains a fitness studio in the City of Boca Raton, County of Palm Beach in the state of Florida. WHEREAS, POP STARZ, INC., provides "funky", "hip hop", "pop" dance classes to children; WHEREAS, POP STARZ, INC., desires to use Y2 Fitness, Inc. in Boca Raton, Florida to conduct it's classes. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, Y2 Fitness, Inc. and POP STARZ,

Explorations Group Inc – INDEPENDENT CONTRACTOR AGREEMENT (November 5th, 2002)

INDEPENDENT CONTRACTOR AGREEMENT THIS INDEPENDENT CONTRACTOR AGREEMENT dated as of April 29, 2002 ("Agreement") is by and between Bally Total Fitness Corporation ("Bally") and POP STARZ, INC. ("Contractor"). W I T N E S S E T H: In consideration for the promises made by the parties to each other in this Agreement, Bally and Contractor agree as follows: 1. It is Bally's desire to give children of its members and guests access to the services provided by Contractor described on Exhibit A attached hereto and made a part hereof ("Services") at the clubs listed on Exhibit A ("Club" or "Clubs") and Contractor desires to provide these Services, all on the terms and conditions set forth in this Agreement. 2. Subject to the terms and conditions set out herein, the Contractor will have limited access to the group exercise room (or other location selected by Ball

Explorations Group Inc – FACILITY USE AGREEMENT (August 20th, 2002)

POP STARZ, INC. 2500 North Military Trail, Suite 225D, Boca Raton, FL 33431 Phone: (561) 226-2505 Fax: (561) 998-4635 Cell: (561) 702-3631 FACILITY USE AGREEMENT This agreement is made this 5th day of February, 2002 in Palm Beach County, Florida between Y2 Fitness, Inc. and POP STARZ, INC. This agreement shall take effect on the 1ST day of April, 2002. RECITALS WHEREAS, Y2 Fitness, Inc., is engaged in the health and fitness business and maintains a fitness studio in the City of Boca Raton, County of Palm Beach in the state of Florida. WHEREAS, POP STARZ, INC., provides "funky", "hip hop", "pop" dance classes to children; WHEREAS, POP STARZ, INC., desires to use Y2 Fitness, Inc. in Boca Raton, Florida to conduct it's classes. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, Y2 Fitness, Inc. and POP STARZ,

Explorations Group Inc – EMPLOYMENT AGREEMENT (August 20th, 2002)

EMPLOYMENT AGREEMENT THIS AGREEMENT is made and effective this 8th day of May, 2002, by POP STARZ INC., a Florida corporation, with its principal place of business at 2500 North Military Trail, Suite 225-D, Boca Raton, Florida 33431 ("Pop Starz"), and Sylvia Hofstetter, whose address is 170 Ocean Lane Drive, #603, Key Biscayne, Florida ("Employee"). WHEREAS, Pop Starz is in the business of operating children's and young adults' entertainment talent development programs, including dance, acting, voice, and exercise (the "Business"); and WHEREAS, Pop Starz wishes to retain the Employee, and the Employee wishes to be retained in such capacity and perform certain services for Pop Starz, to promote the interests of the Business; NOW THEREFORE, in consideration of the promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged by each party, the parties, intending to be l