EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT LAURUS MASTER FUND, LTD.Securities Purchase Agreement • July 7th, 2005 • Windswept Environmental Group Inc • Hazardous waste management • New York
AMENDMENT NO. 1 TO REVOLVING CREDIT AGREEMENT This Amendment to Revolving Credit Agreement (this "Amendment") is made as of this 6th day of February, 1998 by and between: WINDSWEPT ENVIRONMENTAL GROUP, INC., a corporation organized under the laws of...Revolving Credit Agreement • March 16th, 1998 • Windswept Environmental Group Inc • Hazardous waste management • New York
WITNESSETH:Employment Agreement • November 12th, 1999 • Windswept Environmental Group Inc • Hazardous waste management • New York
2. LESSEE'S OPTION TO EXTEND LEASE -------------------------------Windswept Environmental Group Inc • October 3rd, 2005 • Hazardous waste management • Louisiana
RECITALS --------Security Agreement • July 7th, 2005 • Windswept Environmental Group Inc • Hazardous waste management • New York
EXHIBIT 10.11 WINDSWEPT ENVIRONMENTAL GROUP, INC. NON-QUALIFIED STOCK OPTION AGREEMENT Windswept Environmental Group, Inc., a Delaware corporation (the "Company"), pursuant to its 2001 Equity Incentive Plan (the "Plan"), has granted to ANTHONY TOWELL...Non-Qualified Stock Option Agreement • October 3rd, 2005 • Windswept Environmental Group Inc • Hazardous waste management
EXHIBIT 10.12 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of June 30, 2005, by and between Windswept Environmental Group, Inc., a Delaware corporation (the "Company"), and Laurus...Registration Rights Agreement • July 7th, 2005 • Windswept Environmental Group Inc • Hazardous waste management • New York
WITNESSETH:Termination Agreement • July 7th, 2005 • Windswept Environmental Group Inc • Hazardous waste management • New York
SECTION IEmployment Agreement • July 7th, 2005 • Windswept Environmental Group Inc • Hazardous waste management • New York
LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT is entered into as of June 1, 1998 between BUSINESS ALLIANCE CAPITAL CORP., a Delaware corporation (BACC), with its chief executive office located at 300 Alexander Park, Princeton, New...Loan and Security Agreement • August 13th, 1998 • Windswept Environmental Group Inc • Hazardous waste management • New York
AMENDMENT NO. 1 TO SECURITY AGREEMENTSecurity Agreement • February 13th, 2002 • Windswept Environmental Group Inc • Hazardous waste management
EXHIBIT 10.13 STOCK PLEDGE AGREEMENT ---------------------- This Stock Pledge Agreement (this "Agreement"), dated as of June 30, 2005, among Laurus Master Fund, Ltd. (the "Pledgee"), Windswept Environmental Group, Inc., a Delaware corporation (the...Stock Pledge Agreement • July 7th, 2005 • Windswept Environmental Group Inc • Hazardous waste management • New York
EXHIBIT 10.2 THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS...Windswept Environmental Group Inc • July 7th, 2005 • Hazardous waste management
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE...Windswept Environmental Group Inc • October 5th, 2006 • Hazardous waste management • New York
EXHIBIT 10.5 WINDSWEPT ENVIRONMENTAL GROUP, INC.AND CERTAIN OF ITS SUBSIDIARIES MASTER SECURITY AGREEMENT To: Laurus Master Fund, Ltd. c/o M&C Corporate Services Limited P.O. Box 309 GT Ugland House South Church Street George Town Grand Cayman, Cayman...Windswept Environmental Group Inc • July 7th, 2005 • Hazardous waste management • New York
EXHIBIT 10.14 SUBSIDIARY GUARANTYWindswept Environmental Group Inc • July 7th, 2005 • Hazardous waste management
This Note and the shares of common stock purchasable upon exercise of the conversion rights contained in this Note (collectively, the "Securities") have not been registered under the Securities Act of 1933 (the "Act"). The Securities may not be sold,...Windswept Environmental Group Inc • October 3rd, 1997 • Hazardous waste management • New York
Exhibit 10.1 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT --------------------------------------- Amendment No. 1 to Employment Agreement (the "Amendment"), effective as of March 13, 2006, by and between Windswept Environmental Group, Inc. (the "Company")...Employment Agreement • April 17th, 2006 • Windswept Environmental Group Inc • Hazardous waste management
EXHIBIT 10.10 TRANSITION SERVICES AGREEMENT THIS AGREEMENT, dated as of June 30, 2005 between Spotless Plastics (USA) Inc., a Delaware corporation ("Spotless") and wholly owned subsidiary of Spotless Group Limited with an office at 150 Motor Parkway,...Transition Services Agreement • July 7th, 2005 • Windswept Environmental Group Inc • Hazardous waste management • New York
as of February 1, 1999 Windswept Environmental Group, Inc. Trade-Winds Environmental Restoration, Inc. North Atlantic Laboratories, Inc. New York Testing Laboratories, Inc. 100 Sweeneydale Avenue Bay Shore, New York 11706 Re: Loan and Security...Windswept Environmental Group Inc • March 15th, 1999 • Hazardous waste management
Exhibit 4.1 WINDSWEPT ENVIRONMENTAL GROUP, INC. 1997 INCENTIVE PLAN ARTICLE I. DEFINITIONS 1.01 Administrator means the Board and any delegate of the Board that is appointed in accordance with Article III. 1.02 Agreement means a written agreement...Windswept Environmental Group Inc • December 24th, 1997 • Hazardous waste management
Exhibit 10.1 AMENDMENT AND FEE WAIVER AGREEMENT This Amendment and Fee Waiver Agreement dated as of February 28, 2006 (the "Amendment and Fee Waiver Agreement") is entered into by and between Windswept Environmental Group, Inc., a Delaware corporation...Fee Waiver Agreement • March 2nd, 2006 • Windswept Environmental Group Inc • Hazardous waste management • New York
EXHIBIT 10.4 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON...Windswept Environmental Group Inc • July 7th, 2005 • Hazardous waste management • New York
SECURITY AGREEMENT SECURITY AGREEMENT made this 4th day of November, 2000, by and between Windswept Environmental Group, Inc., a Delaware corporation ("Debtor"), with its principal place of business located at 100 Sweeneydale Avenue, Bay Shore, New...Security Agreement • December 15th, 2000 • Windswept Environmental Group Inc • Hazardous waste management • New York
TERM LOAN PROMISSORY NOTE $595,000.00 Princeton, New Jersey June 1, 1998Windswept Environmental Group Inc • August 13th, 1998 • Hazardous waste management
EXHIBIT 10.24 FUNDS ESCROW AGREEMENT This Agreement (this "Agreement") is dated as of the 30th the day of June 2005 among WINDSWEPT ENVIRONMENTAL GROUP, INC., a Delaware corporation (the "COMPANY"), Laurus Master Fund, Ltd. (the "PURCHASER"), and Loeb...Funds Escrow Agreement • July 7th, 2005 • Windswept Environmental Group Inc • Hazardous waste management • New York
SUBSCRIPTION AGREEMENT Dated October 29, 1999 by and betweenSubscription Agreement • November 12th, 1999 • Windswept Environmental Group Inc • Hazardous waste management • New York
EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of November 1, 1996 by and between COMPREHENSIVE ENVIRONMENTAL SYSTEMS, INC., a business corporation organized and existing under the laws of the State of...Employment Agreement • October 3rd, 1997 • Windswept Environmental Group Inc • Hazardous waste management • New York
RecitalsSecurity Agreement • November 12th, 1999 • Windswept Environmental Group Inc • Hazardous waste management
EQUIPMENT LEASE AGREEMENT, dated the 16th day of December, 1998, by and between MICHAEL O'REILLY, residing at 35 Tuthill Point Road, East Moriches, New York 1194, hereinafter referred to as "Lessor", and TRADE-WINDS ENVIRONMENTAL RESTORATION, INC., a...Equipment Lease • March 15th, 1999 • Windswept Environmental Group Inc • Hazardous waste management • New York
RELEASE -------Mutual Release • July 7th, 2005 • Windswept Environmental Group Inc • Hazardous waste management • New York
EXHIBIT 10Exhibit 10 • July 17th, 1997 • Windswept Environmental Group Inc • Hazardous waste management • New York
EXHIBIT 10.01 THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS...Windswept Environmental Group Inc • October 6th, 2005 • Hazardous waste management
DEMAND NOTEDemand Note • August 14th, 2000 • Windswept Environmental Group Inc • Hazardous waste management
LINE OF CREDIT NOTECredit Note • December 15th, 2000 • Windswept Environmental Group Inc • Hazardous waste management
