0001013762-08-001364 Sample Contracts

Contract

Firstway Enterprises, Inc. • June 18th, 2008 • Blank checks • Florida

• Company
  Firstway Enterprises, Inc.
• Filed
  June 18th, 2008
• Industry
  Blank checks
• Jurisdiction
  Florida

THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGIS­TERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 2, 2008, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRA­TION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.

CONSULTING AGREEMENT

Consulting Agreement • June 18th, 2008 • Firstway Enterprises, Inc. • Blank checks • Florida

• Contract Type
  Consulting Agreement
• Filed
  June 18th, 2008
• Company
  Firstway Enterprises, Inc.
• Industry
  Blank checks
• Jurisdiction
  Florida

CONSULTING AGREEMENT, dated as of the 2nd day of May, 2008 (the “Effective Date”), by and between Firstway Enterprises, Inc., a Delaware corporation (the “Company”), and Searchlight Partners, LLC, a Florida limited liability company (“Consultant”).

SECURITIES EXCHANGE AGREEMENT

Securities Exchange Agreement • June 18th, 2008 • Firstway Enterprises, Inc. • Blank checks • Florida

• Contract Type
  Securities Exchange Agreement
• Filed
  June 18th, 2008
• Company
  Firstway Enterprises, Inc.
• Industry
  Blank checks
• Jurisdiction
  Florida

This Agreement dated as of the 2nd day of May, 2008, by and among Firstway Enterprises, Inc., a Delaware corporation having its offices at 12876 Biscayne Boulevard, Suite 276, Miami, Florida 33181 (the “Issuer”), US Imaging Holding LLC, with offices at 600 North Cattleman Road, Sarasota, Florida 34232 (“Imaging”), John Uphold, an individual (“Uphold”) and Stephen Miley, an individual (“Miley”). Uphold and Miley are hereinafter referred to collectively as the “Members” and individually as a “Member”).

SECURITIES PURCHASE AGREEMENT

Securities Purchase Agreement • June 18th, 2008 • Firstway Enterprises, Inc. • Blank checks • Florida

• Contract Type
  Securities Purchase Agreement
• Filed
  June 18th, 2008
• Company
  Firstway Enterprises, Inc.
• Industry
  Blank checks
• Jurisdiction
  Florida

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 2, 2008, by and among STEVEN POSNER IRREVOCABLE TRUST, U/T/A (the “Purchaser”), and FIRSTWAY ENTERPRISES, INC., a Delaware corporation (the "Company").