Pashminadepot.com, Inc Sample Contracts

Swissinso Holding Inc. – AMENDMENT TO LOAN AGREEMENT (January 31st, 2013)

AMENDMENT dated this 31st day of January, 2013 (the “Amendment”) to Loan Agreement dated as of June 1, 2012 (the “Loan Agreement”), by and between INSOGLASS HOLDING SA, a Swiss corporation (the “Lender”), and SWISSINSO HOLDING INC., a Delaware corporation (the “Borrower”).

Swissinso Holding Inc. – SUBSCRIPTION AGREEMENT (August 17th, 2012)

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of August 15, 2012, by and between SwissINSO Holding Inc., a Delaware corporation (the “Company”), and Salim Shaikh Ismail (the “Subscriber”).

Swissinso Holding Inc. – SECURITY AGREEMENT (August 17th, 2012)

THIS SECURITY AGREEMENT (this “Security Agreement”), dated June 1, 2012, by and between SwissINSO Holding Inc. a Delaware corporation (“SwissINSO”), with an address at PSE – Parc Scientifique de l’EPFL, Route J.D. Colladon, Building D – 3rd floor, 1015 Lausanne, Switzerland, and InsOglass Holding SA, a Swiss corporation (the “Secured Party”), with an address at Fornache 8, 1029 Villars-Ste-Croix, Switzerland.

Swissinso Holding Inc. – LOAN AGREEMENT (August 17th, 2012)

Loan Agreement dated as of June 1, 2012 (this “Agreement”), by and between InsOglass Holding SA, a Swiss corporation (the “Lender”), and SwissINSO Holding Inc., a Delaware corporation (the “Borrower”).

Swissinso Holding Inc. – Contract (January 11th, 2012)

VOTING AGREEMENT AND PROXY, dated the 17th day of December, 2011 (this “Agreement”), by and among MICHEL GRUERING (“Gruering”) and RAFIC HANBALI (“Hanbali”).

Swissinso Holding Inc. – Contract (January 11th, 2012)

VOTING AGREEMENT AND PROXY, dated the 17th day of December, 2011 (this “Agreement”), by and among MICHEL GRUERING (“Gruering”) and RAFIC HANBALI (“Hanbali”).

Swissinso Holding Inc. – PURCHASE AGREEMENT (June 17th, 2011)

This Purchase Agreement (this “Agreement”), dated as of September __, 2009 (the “Closing Date”) by and between Pashminadepot.com, Inc., a Florida corporation (the “Company”), and each of those persons and entities, severally and not jointly, who are signatories hereto (which persons and entities are hereinafter collectively referred to as “Lenders” and each individually as a “Lender”).

Swissinso Holding Inc. – Contract (June 17th, 2011)

THIS MASTER CAPITAL RAISING AGREEMENT (this "Agreement"), is entered into on July, 2009, by and between Pashminadepot.com, Inc. ("THE CLIENT") and SICG SA ("SICG").

Swissinso Holding Inc. – EMPLOYMENT CONTRACT (exact english translation, the original french version prevails) between SwisslNSO SA, C/o BDO Visura,Biopôle, Route de la Corniche, 1066 Epalinges, Switzerland (the Employer) And It is agreed between parties above mentioned: (June 17th, 2011)
Swissinso Holding Inc. – AMENDMENT TO THE STOCK PURCHASE AGREEMENT (June 17th, 2011)

THIS AMENDMENT TO THE PURCHASE AGREEMENT is made and entered into as of October 19, 2009 (this “Amendment”) among PASHMINADEPOT.COM, INC., a Florida corporation (“Purchaser”), SWISSINSO SA, a Swiss corporation with registered office in Lausanne, Switzerland (the “Company), MICHAEL GRUERING (“Gruering”), YVES DUCOMMUN (“Ducommun”) and JEAN-BERNARD WURM, MUTTIAH YOGANANTHAN, MANUEL DE SOUZA, ANTOINE EIGENMANN, ERGOMA SA, SICG S.A. and ALBERT KRAUER (together with Gruering and Ducommun, the “Sellers”).

Swissinso Holding Inc. – SUBSCRIPTION AGREEMENT (June 17th, 2011)

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of _____ ________________, 2009, by and between SwissINSO Holding Inc., a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, whose names are set forth on the signature page hereto (which persons and entities are hereinafter collectively referred to as “Subscribers” and each individually as a “Subscriber”).

Swissinso Holding Inc. – STOCK PURCHASE AGREEMENT (June 17th, 2011)

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into on September 10, 2009, among PASHMINADEPOT.COM, INC., a Florida corporation (“Purchaser”), SWISSINSO SA, a Swiss corporation with registered office in Lausanne, Switzerland (the “Company), MICHAEL GRUERING (“Gruering”), YVES DUCOMMUN (“Ducommun”) and JEAN-BERNARD WURM, MUTTIAH YOGANANTHAN, MANUEL DE SOUZA, ANTOINE EIGENMANN, ERGOMA S.A., SICG S.A. and ALBERT KRAUER (together with Gruering and Ducommun, the “Sellers”).

Swissinso Holding Inc. – EMPLOYMENT CONTRACT (exact english translation, the original french version prevails) between SwisslNSO SA, C/o BDO Visura,Biopôle, Route de la Corniche, 1066 Epalinges, Switzerland (the Employer) And It is agreed between parties above mentioned: (April 15th, 2011)
Swissinso Holding Inc. – EMPLOYMENT CONTRACT (exact english translation, the original french version prevails) between (April 15th, 2011)
Swissinso Holding Inc. – SWISSINSO HOLDING INC. OUTSIDE DIRECTORS’ AGREEMENT (December 13th, 2010)

THIS OUTSIDE DIRECTORS’ AGREEMENT (the “Agreement”) is executed and entered into this 9th day of December, 2010, but effective as of October 19, 2009 (the “Effective Date”) by and between SwissINSO Holding Inc., a Delaware corporation with offices at 590 Madison Avenue, 21st Floor, New York, New York 10022 (the “Company”), and Michel Gruering, an individual with offices at Avenue de la Riviera 4, 1820 Territet, Switzerland (the “Director”).

Swissinso Holding Inc. – CONSULTING AGREEMENT (December 13th, 2010)
Swissinso Holding Inc. – Contract for Consultancy Services between (April 15th, 2010)
Swissinso Holding Inc. – SWISSINSO HOLDING INC. a Delaware corporation 9% SECURED CONVERTIBLE NOTE (December 22nd, 2009)

This 9% Secured Convertible Note (this “Note”) is issued pursuant to an offering by the Borrower of a series of 9% secured convertible notes (collectively, the “Notes”) in an aggregate principal amount not to exceed Fifteen Million Dollars ($15,000,000) in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended. Said offering is pursuant to the terms of a subscription agreement between the Borrower, the Holder and certain other holders of the Notes, dated of even date herewith (the “Subscription Agreement”), and shall be governed by the terms of such Subscription Agreement.  Unless otherwise separately defined herein, all capitalized terms used in this Note shall have the same meaning as is set forth in the Subscription Agreement.

Swissinso Holding Inc. – COMMON STOCK PURCHASE WARRANT (December 22nd, 2009)

SWISSINSO HOLDING  INC., a corporation organized under the laws of the State of Delaware (the “Company”), hereby certifies that, for value received, _____________________ (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company at any time after the date hereof until 5:00 p.m., E.S.T. on the fifth (5th) anniversary of the date hereof (the “Expiration Date”), up to _______ fully paid and non-assessable shares of Common Stock of the Company at a per share exercise price of $1.00 (as adjusted from time to time as herein provided, is referred to herein as the “Exercise Price").  The number and character of such shares of Common Stock and the Exercise Price are subject to adjustment as provided herein.  Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Subscription Agreement (the “Subscription Agreement”), dated as of the date hereof, entered into by the Company, the Holder and the other signatori

Swissinso Holding Inc. – SUBSCRIPTION AGREEMENT (December 22nd, 2009)

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of _____ ________________, 2009, by and between SwissINSO Holding Inc., a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, whose names are set forth on the signature page hereto (which persons and entities are hereinafter collectively referred to as “Subscribers” and each individually as a “Subscriber”).

Swissinso Holding Inc. – SECURITY AGREEMENT (December 22nd, 2009)

THIS SECURITY AGREEMENT (this “Security Agreement”), dated as of ___________________, 2009, by and between SwissINSO SA, a Swiss corporation (“SwissINSO”), with an address at Biopole, Route de la Corniche, 1066 Epalinges, Switzerland, and each of those persons and entities whose names are set forth on the signature page hereto (collectively, the “Secured Parties”).

Swissinso Holding Inc. – SWISSINSO HOLDING INC. OUTSIDE DIRECTORS’ AGREEMENT (December 22nd, 2009)

THIS OUTSIDE DIRECTORS’ AGREEMENT (the “Agreement”) is executed and entered into effective as of _____________, 2009 (the “Effective Date”) by and between SwissINSO Holding Inc., a Delaware corporation with offices at 590 Madison Avenue, 21st Floor, New York, New York 10022 (the “Company”), and _________________, an individual with offices at _______________________________ (the “Director”).

Swissinso Holding Inc. – CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF SWISSINSO HOLDING INC. (December 22nd, 2009)
Pashminadepot.com, Inc – AMENDMENT TO THE STOCK PURCHASE AGREEMENT (October 22nd, 2009)

THIS AMENDMENT TO THE PURCHASE AGREEMENT is made and entered into as of October 19, 2009 (this “Amendment”) among PASHMINADEPOT.COM, INC., a Florida corporation (“Purchaser”), SWISSINSO SA, a Swiss corporation with registered office in Lausanne, Switzerland (the “Company), MICHAEL GRUERING (“Gruering”), YVES DUCOMMUN (“Ducommun”) and JEAN-BERNARD WURM, MUTTIAH YOGANANTHAN, MANUEL DE SOUZA, ANTOINE EIGENMANN, ERGOMA SA, SICG S.A. and ALBERT KRAUER (together with Gruering and Ducommun, the “Sellers”).

Pashminadepot.com, Inc – EMPLOYMENT CONTRACT (October 22nd, 2009)
Pashminadepot.com, Inc – TECHNOLOGY TRANSFER AND RESEARCH AGREEMENT (October 22nd, 2009)

EPFL/LESO-PB has developed novel technologies for solar glazing applied to solar thermal collectors and wishes that this technology is transferred to industry to benefit the public.

Pashminadepot.com, Inc – TECHNICAL COOPERATION AGREEMENT (October 22nd, 2009)

Membran-Flltrations-Technik GmbH, a corporation organized and existing under the laws of the Federal Republic of Germany, having its main office and place of business at Vitalisstr. 314, D-50829 Koln, Germany, thereafter named MFT, and

Pashminadepot.com, Inc – Contract (October 19th, 2009)

THIS MASTER CAPITAL RAISING AGREEMENT (this "Agreement"), is entered into on July, 2009, by and between Pashminadepot.com, Inc. ("THE CLIENT") and SICG SA ("SICG").

Pashminadepot.com, Inc – Contract (September 25th, 2009)

NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXCHANGEABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Pashminadepot.com, Inc – Contract (September 25th, 2009)

NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXCHANGEABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.

Pashminadepot.com, Inc – STOCK PURCHASE AGREEMENT (September 15th, 2009)

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into on September 10, 2009, among PASHMINADEPOT.COM, INC., a Florida corporation (“Purchaser”), SWISSINSO SA, a Swiss corporation with registered office in Lausanne, Switzerland (the “Company), MICHAEL GRUERING (“Gruering”), YVES DUCOMMUN (“Ducommun”) and JEAN-BERNARD WURM, MUTTIAH YOGANANTHAN, MANUEL DE SOUZA, ANTOINE EIGENMANN, ERGOMA S.A., SICG S.A. and ALBERT KRAUER (together with Gruering and Ducommun, the “Sellers”).

Pashminadepot.com, Inc – Contract (September 15th, 2009)

NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXCHANGEABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.

Pashminadepot.com, Inc – PURCHASE AGREEMENT (September 15th, 2009)

This Purchase Agreement (this “Agreement”), dated as of September __, 2009 (the “Closing Date”) by and between Pashminadepot.com, Inc., a Florida corporation (the “Company”), and each of those persons and entities, severally and not jointly, who are signatories hereto (which persons and entities are hereinafter collectively referred to as “Lenders” and each individually as a “Lender”).

Pashminadepot.com, Inc – Contract (September 15th, 2009)

NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXCHANGEABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Pashminadepot.com, Inc – SECURITY AGREEMENT (September 15th, 2009)

SECURITY AGREEMENT, dated September 10, 2009, by and between SwissINSO SA, a Swiss corporation (“Debtor”), with an address at Route de Friboourg 15, CH 1723, Marly, Switzerland and Pashminadepot.com, Inc., a Florida corporation (the “Secured Party”).