SOLAR ROOFING SYSTEMS INC. SECURITIES PURCHASE AGREEMENT September 20, 2005Securities Purchase Agreement • December 13th, 2005 • Barnabus Energy, Inc. • Crude petroleum & natural gas • Ontario
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the 20th day of September, 2005 by and among (a) SOLAR ROOFING SYSTEMS INC., an Ontario corporation (the “Company”), and (b) BARNABUS ENERGY INC., a Nevada corporation (the “Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 13th, 2005 • Barnabus Energy, Inc. • Crude petroleum & natural gas • Ontario
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the 20th day of September, 2005 between SOLAR ROOFING SYSTEMS INC., a corporation incorporated under the laws of the Province of Ontario (the “Corporation”), and BARNABUS ENERGY INC., a corporation incorporated under the State of Nevada (the “Investor”).
AMENDED AND RESTATED UNANIMOUS SHAREHOLDERS’ AGREEMENT made this 20th day of September, 2005 BETWEEN: Solar Roofing Systems Inc., a corporation incorporated under the laws of the Province of Ontario (the “Corporation”) -and- Jim Chaney, of the State...Unanimous Shareholders’ Agreement • December 13th, 2005 • Barnabus Energy, Inc. • Crude petroleum & natural gas • Ontario
WHEREAS the authorized capital of the Corporation consists of an unlimited number of shares of one class designated as common shares;
NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN QUALIFIED FOR SALE UNDER THE SECURITIES ACT (ONTARIO) OR ANY OTHER PROVINCIAL SECURITIES LAW. NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE...Shareholders’ Agreement • December 13th, 2005 • Barnabus Energy, Inc. • Crude petroleum & natural gas • Ontario
THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE OF THIS WARRANT ARE SUBJECT TO AGREEMENTS, COVENANTS AND RESTRICTIONS PROVIDED IN THE AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT, DATED AS OF THE DATE HEREOF, AS AMENDED FROM TIME TO TIME, BY AND AMONG THE COMPANY AND THE PERSONS NAMED THEREIN. A COPY OF SUCH AGREEMENT WILL BE PROVIDED TO AT NO COST TO THE HOLDER HEREOF UPON WRITTEN REQUEST TO THE COMPANY.
