Solar Integrated Roofing Corp. Sample Contracts

SUBSCRIPTION AGREEMENT BETWEEN AND Solar Integrated Roofing Corp.
Subscription Agreement • October 8th, 2020 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

This SUBSCRIPTION AGREEMENT (this “Agreement”) effective ___________________, by and between, Solar Integrated Roofing Corp. A Nevada Corporation (the “Seller”) and ___________________________________ (the “Purchaser”) with respect to the following facts and circumstances:

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Agreement and Plan of Merger among Solar Integrated Roofing Corp. and SIRC Merger Sub III and Balance Authority, LLC and The Shareholders of Balance Authority, LLC dated April 28, 2021
Agreement and Plan of Merger • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • Nevada

This Agreement and Plan of Merger (this "Agreement"), dated April 28 , 2021 (“Effective Date”), is entered into among Solar Integrated Roofing Corp., a Nevada corporation ("Parent"), SIRC Merger Sub III, a Wyoming limited liability company ("Merger Sub"), Balance Authority, LLC, an Indiana limited liability company, an electing subchapter S-corporation for tax purposes ("Target"), and the individuals listed on Exhibit A as the shareholders of Target (collectively, "Target Shareholders" and “Member”).

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ASSET PURCHASE AGREEMENT by and among MCKAY ROOFING COMPANY, INC. as Seller SOLAR INTEGRATED ROOFING CORP. as Parent and SOLAR ACQUISITIONS I, INC. as Buyer and TOD MCKAY, BRAD MCKAY AND SCOTT MCKAY as Shareholders September 10, 2019
Asset Purchase Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is dated as of September 10, 2019, by and among MCKAY ROOFING COMPANY, INC., a California corporation (“Seller”), SOLAR INTEGRATED ROOFING CORP., a Nevada corporation (“Parent”), SOLAR ACQUISITIONS I, INC., a Nevada corporation and wholly-owned subsidiary of Parent (“Buyer”), and TOD MCKAY, BRAD MCKAY AND SCOTT MCKAY, the shareholders who collectively own all of the issued and outstanding stock of Seller (each, a “Shareholder” and, collectively, the “Shareholders”). Buyer, Seller and Shareholders are sometimes each referred to separately as a “Party” and collectively herein as the “Parties.”

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STOCK PURCHASE AGREEMENT Between BRIAN MILHOLLAND
Stock Purchase Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

This Stock Purchase Agreement (this "Agreement"), dated for reference purposes only January 17, 2020, is entered into between Brian Milholland, the sole shareholder of Milholland Electric, Inc., a California corporation ("Seller"), TCA Solar Integrated Roofing LLC, a Wyoming limited liability company ("Buyer"), and Solar Integrated Roofing Corporation, a Nevada Corporation ("Parent"). Capitalized terms used in this Agreement have the meanings given to such terms herein.

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SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • December 2nd, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

This Severance and Change in Control Agreement (the “Agreement”) is made and entered into by and between Marty McDermut (“Executive”) and Solar Integrated Roofing Company (SIRC) a Nevada corporation (the “Company”), effective as of November 28, 2022 (the “Effective Date”). Certain capitalized terms used in the Agreement are defined in Section 6 below.

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INTEREST PURCHASE AGREEMENT
Interest Purchase Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

This Interest Purchase Agreement (this "Agreement") is dated as of August 20, 2019 (the "Effective Date") by and between: (i) Heather Griffin ("Griffin"), an individual residing at 6162 Sierra Palos Road Irvine, CA 92603 and Josiah Carroll ("Carroll", and together with Griffin, the "Sellers"), an individual residing at 2012 North Stanley Place Signal Hill CA, 90755(the "Sellers"); and (ii) Solar Integrated Roofing Corporation, a Nevada corporation ("Buyer"). Sellers and Buyer are sometimes referred to in this Agreement collectively as the"Parties" and each individually as a "Party."

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STOCK PURCHASE AGREEMENT BETWEEN AND Solar Integrated Roofing Corp. This STOCK PURCHASE AGREEMENT (this “Agreement”) effective ___________________, by and between, Solar Integrated Roofing Corp. A Nevada Corporation (the “Seller”) and...
Stock Purchase Agreement • April 17th, 2019 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

NOW, THEREFORE, in consideration of the foregoing and the mutual agreements, representations and warranties set forth herein, each of the parties hereto hereby agrees as follows:

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • October 8th, 2020 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is dated as of January 9, 2019 by and between Robert Nickolas Jones, an individual residing at 533 W. 650 S., Layton UT 84041 (the “Purchaser”) and David Massey, an individual residing at 6550 Ponto Drive, Carlsbad, CA 92011 (the “Seller”). The Purchaser and Seller, may hereinafter be referred to as the “Parties” and each, a “Party.”

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Membership Interest Purchase and Employment Agreement between Solar Integrated Roofing Corp., a California corporation and Pablo Diaz and USA Solar Network LLC, a Delaware limited liability company and Elijah Chaffino and SunUp Solar LLC, a Delaware...
Membership Interest Purchase Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

This Membership Interest Purchase Agreement (this “Agreement”), effective as of the actual Closing Date (the “Effective Date”), is entered into between Solar Integrated Roofing Corp, a California corporation ("Buyer", or "The Company"), Pablo Diaz (“Diaz”) the sole member and owner of USA Solar Network LLC, a Delaware limited liability company ("Target"), and Elijah Chaffino ("Chaffino"), the sole member and owner of SunUp Solar LLC, a Delaware limited liability company ("Target 2"), each individually a Party and collectively the Parties. Diaz and Chaffino are each individually a "Seller" and collectively the "Sellers".

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REVISED CONTRACT FOR THE PURCHASE AND SALE OF A BUSINESS
Solar Integrated Roofing Corp. • September 9th, 2022 • Construction - special trade contractors

Agreement for the sale of 51% of Approved Home Pros (Hereafter “AHP”) by Sean Johnson (Founder of Approved Home Pros, Owner 3 Circles Media Inc, dba Approved Home Pros and Managing Partner of Approved Home Pros LLC) to Solar Integrated Roofing Corp (a Nevada Corporation, Hereafter “SIRC”), along with associated Operating Agreement and Member Services Agreement, were signed and came into effect 11/4/ 2020.

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SUBSCRIPTION AGREEMENT BETWEEN AND Solar Integrated Roofing Corp. This SUBSCRIPTION AGREEMENT (this “Agreement”) effective ___________________, by and between, Solar Integrated Roofing Corp. A Nevada Corporation (the “Seller”) and ______________________
Subscription Agreement • May 28th, 2019 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

NOW, THEREFORE, in consideration of the foregoing and the mutual agreements, representations and warranties set forth herein, each of the parties hereto hereby agrees as follows:

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Executive Employment Agreement
Award Agreement • November 21st, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • Nevada
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At-Will Exempt Employment Agreement
At-Will Exempt Employment Agreement • December 2nd, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors

It is my pleasure to extend the following offer of full-time employment to you on behalf of Solar Integrated Roofing Corporation [SIRC] (referred to as the “Company”). This letter sets forth the basic terms and conditions of your employment.

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Addendum Dated: 2023-March-13
Stock Purchase Agreement • March 17th, 2023 • Solar Integrated Roofing Corp. • Construction - special trade contractors

This addendum amends the Stock Purchase Agreement dated 15-March-2021 ("Agreement") concerning the sale of shares of business entity "Pacific Lighting Mgt Inc (dba PLEMCo)" which is a California corporation ("Company"). This amendment revises and overrides only the terms of "Transaction No. 2" outlined in the second paragraph of section 1.02 of the Agreement. The terms of the Agreement continue to apply to any items not explicitly mentioned herein and this Addendum shall not be deemed a waiver of Sellers rights under the Agreement.

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

This Executive Employment Agreement ("Agreement") is entered on June 9, 2021, but effective as of June 1, 2021 ("Effective Date") by and between SOLAR INTEGRATED ROOFING CORP., a Nevada Corporation (“Company” or “SIRC”) and Troy Clymer ("Executive").

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CONFIDENTIAL SETTLEMENT AGREEMENT AND MUTUAL RELEASE
Confidential Settlement Agreement and Mutual Release • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • Nevada

This Confidential Settlement Agreement and Mutual Release (“Agreement”), effective as of the date this Agreement is fully executed (“Effective Date”), is made and entered into by and between Solar Integrated Roofing Corp, a Nevada corporation (“SIRC”) and Cornerstone Construction Team, LLC (“CCT”), on the one hand, and Hunter Ballew (“Ballew”), Upward Holdings Group, LLC (“Upward”), and Roofcon, LLC (“Roofcon”), on the other hand. At times and where appropriate, SIRC, CCT, Ballew, Upward, and Roofcon, are collectively referred to as the “Parties” and each, individually, as a “Party.”

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • Nevada

Stock Purchase Agreement (the "Agreement") dated July 20, 2021, by and between, MILHOLLAND FAMILY TRUST LP (the "Seller"), and SOLAR INTEGRATED ROOFING

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

This Executive Employment Agreement ("Agreement") is effective as of April 7, 2021 ("Effective Date") by and between SOLAR INTEGRATED ROOFING CORP., a Nevada Corporation (“Company” or “SIRC”) and David Massey ("Executive").

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SETTLEMENT AND RELEASE AGREEMENT
Settlement and Release Agreement • December 29th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors

This Settlement and Release Agreement (the “Agreement”) is entered into by and between Solar Integrated Roofing Corp., a Nevada corporation (“SIRC”), and David Massey (“Massey”) on the one hand, and Pablo Diaz Curiel aka Pablo Diaz, an individual (“Diaz”), on the other hand. SIRC, Massey, and Diaz are referred to collectively as the “Parties,” and may be referred to singularly as a “Party.”

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At-Will Exempt Employment Agreement
At-Will Exempt Employment Agreement • December 2nd, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors

It is my pleasure to extend the following offer of full-time employment to you on behalf of Solar Integrated Roofing Corporation [SIRC] (referred to as the “Company”). This letter sets forth the basic terms and conditions of your employment.

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NOVATION TO IRREVOCABLE PURCHASE OFFER
Irrevocable Purchase Offer • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • Nevada

THIS AGREEMENT (“Novation”) is made and entered into effective September 8, 2020, by and between DAVID MASSEY, as Shareholder (“Massey”) and SOLAR INTEGRATED ROOFING CORP., a Nevada Corporation (the “Company”). Massey and the Company may be referred to in this Agreement individually as a “Party” or collectively as the “Parties.”

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SECURITY AGREEMENT
Security Agreement • October 3rd, 2019 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

THIS SECURITY AGREEMENT (this "Agreement") is made as of this 10th day of September, 2019 by and between Solar Integrated Roofing Corp. and Solar Acquisitions I, Inc., Nevada Corporations (hereinafter referred to as “Debtors") and McKay Roofing Company, Inc., a California Corporation ("Secured Party "), or its subsequently designated name changed corporation, and/or Tod McKay, Brad McKay, and Scott McKay, collectively, with reference to the following facts:

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Agreement for the Purchase and Sale of Future Receipts
Solar Integrated Roofing Corp. • November 21st, 2022 • Construction - special trade contractors • New York

Form of Business Entity: ☐ Corporation; ☐ Limited Liability Company; ☐ Partnership; ☐ Limited Partnership; ☐ Limited Liability Partnership; ☐ Sole Proprietorship; ☐ Other:

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • October 8th, 2020 • Solar Integrated Roofing Corp. • Construction - special trade contractors • Florida

THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is dated as of January 9, 2019 (the “Effective Date”) by and between Robert Nickolas Jones, an individual residing at 533

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SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors

THIS SHARE EXCHANGE AGREEMENT (this "Agreement"), dated as of the 11th day of February 2016 (this "Agreement") is entered into by and among, Solar Integrated Roofing Corp., a Nevada corporation ("SIRC') and David Massey, a Sole Proprietor, SIRC and David Massey are referred to singularly as a "Party" and collectively as the "Parties."

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FORMERLY, ASSET PURCHASE AGREEMENT)
Stock Purchase Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

Amendment No. 1 to the Stock Purchase Agreement, dated as of March 01, 2020 (the "Amendment"), by and among DAVID MONTROSS (“Seller”) and SOLAR INTEGRATED ROOFING CORP., a Nevada corporation (“Buyer”). Buyer and Seller are sometimes each referred to separately as a “Party” and collectively herein as the “Parties.”

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STOCK PURCHASE AGREEMENT Between the SELLING SHAREHOLDERS of PACIFIC LIGHTING MANAGEMENT, INC. and SOLAR INTEGRATED ROOFING CORP. dated as of March 16, 2021
Stock Purchase Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California

This Stock Purchase Agreement (this "Agreement"), dated for reference purposes only March 16, 2021, is entered into between Solar Integrated Roofing Corp., a Nevada corporation (“Buyer”) and Tim Hatamian and Amad Noruz, the shareholders of Pacific Lighting Management, Inc. (the selling shareholders hereinafter collectively "Seller"). Capitalized terms used in this Agreement have the meanings given to such terms herein.

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • Nevada

Ther Executive Employment Agreement ("Agreement") is effective as of November 30, 2021 ("Effective Date") by and between SOLAR INTEGRATED ROOFING CORP., a Nevada Corporation (“Company” or “SIRC”) and Wanda Witoslawski ("Executive").

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