10sb12g Sample Contracts

Vemics, Inc. – Share Exchange Agreement (February 1st, 2008)

This Share Exchange Agreement, dated as of October 12, 2005, is made by and among OMII CORP., a Nevada corporation (the "Acquiror"), each of the Persons listed on Exhibit A hereto (collectively, the "Shareholders" and individually a "Shareholder") and Vemics, Inc., a Delaware corporation (the "Company").

Vemics, Inc. – EMPLOYMENT AGREEMENT (February 1st, 2008)

This Employment Agreement (this "Agreement"), entered into as of October 1, 2004, between VEMICS, Inc. ("VEMICS") and Brian Howell ("Employee").

Vemics, Inc. – AGREEMENT BETWEEN VEMICS INC AND EP GLOBAL COMMUNICATIONS, INC. (February 1st, 2008)

This AGREEMENT, consisting of the terms and conditions set forth below and the attached exhibits, each of which is incorporated into and made a part hereof by this reference ("Agreement"), is entered into as of November 3, 2005, (the "Effective Date"), by and between Vemics, Inc a Nevada corporation ("VEMICS"), having its principal place of business at 65 East Route 4, River Edge, New Jersey 07661 and EP Global Communications Inc, a Delaware corporation having its principal place of business at 65 East Route 4, Rivere Ege, New Jersey ("EP GLOBAL").

Vemics, Inc. – ASSET PURCHASE AGREEMENT Between VEMICS, INC. and E LEARNING DESKTOP VENTURES, INC. (February 1st, 2008)

This ASSET PURCHASE AGREEMENT ("Agreement") is entered into as of January 25, 2007 ("Effective Date"), by and between Vemics, Inc., a Nevada Corporation whose address is 523 Avalon Gardens Drive, Nanuet, New York 10954 ("Vemics''), and E Learning Desktop Ventures Inc., a Canadian Corporation whose address is 2301 Haines Rd # 201, Mississauga ON Canada ("EL Desktop").

Vemics, Inc. – STOCK PURCHASE AGREEMENT (February 1st, 2008)

This Stock Purchase Agreement (“Agreement”) is made as of October 16, 2006, by and among Vemics, Inc., a Nevada corporation (“Buyer”); NuScribe, Inc., a Texas corporation (the “Company”); John Mehmet Ulgar Dogru, Thomas Dorsett, C. Robert Heritage Trust, Jang Kim, Reid Moody, Angela Moody, Steven Williams, Clark Redus and Bala Sambandam (individually a “Founding Shareholder”, and together, the “FoundingShareholders”); and the other shareholders of NuScribe, Inc. who are signatories hereto and are identified on the signature page hereof as the “Investor Shareholders.” The Founding Shareholders and the Investor Shareholders are collectively referred to herein as, the “Sellers”).

Vemics, Inc. – EMPLOYMENT AGREEMENT (February 1st, 2008)

This Employment Agreement (this "Agreement"), is entered into on October 1, 2004, between VEMICS, Inc. ("VEMICS") and Fred Zolla ("Employee").

Vemics, Inc. – EMPLOYMENT AGREEMENT (February 1st, 2008)

This Employment Agreement (this "Agreement"), entered into as of October 1, 2004, between VEMICS, Inc. ("VEMICS") and Richard L. Marciniak,("Employee").

Resourcing Solutions Group Inc – ASSET PURCHASE AGREEMENT by and among Asmara, Inc., a North Carolina Corporation, And The Resourcing Solutions Group, Inc.., a Nevada Corporation Dated April 25, 2003 (January 30th, 2008)

This Asset Purchase Agreement ("Agreement") is dated April 25, 2003, by and among The Resourcing Solutions Group, Inc., a Nevada corporation ("Buyer"); and Asmara, Inc., a North Carolina corporation ("Seller").

Resourcing Solutions Group Inc – Contract (January 30th, 2008)

EMPLOYMENT AGREEMENT dated January 1 2007 between The Resourcing Solutions Group, Inc., a Nevada corporation, with a principal place of business at 7621 Little Avenue, Suite 101, Charlotte, NC 28226 ( “Company”) and Antoinette Peterson an individual residing at 504 Shawnee Trail, Winchester VA 22602 (“Executive”).

Resourcing Solutions Group Inc – STOCK ACQUISITION AGREEMENT (January 30th, 2008)

Resourcing Solutions Group Inc – STOCK ACQUISITION AGREEMENT (January 30th, 2008)

Resourcing Solutions Group Inc – STOCK PURCHASE AGREEMENT (January 30th, 2008)

THIS AGREEMENT, made and entered into this 30th day of December, 2004, by and between THE RESOURCING SOLUTIONS GROUP,INC, a Nevada corporation (hereinafter called the "Seller"), ASMARA SERVICES I, INC., a North Carolina corporation (the "Corporation"), and PACEL CORP., a Virginia corporation (hereinafter called the "Buyer").

Resourcing Solutions Group Inc – ASSET PURCHASE AGREEMENT Between BENECORP BUSINESS SERVICES INC. Seller and THE RESOURCING SOLUTIONS GROUP, INC. Buyer DATED: DECEMBER 31, 2004 (January 30th, 2008)

This ASSET PURCHASE AGREEMENT is entered into as of December 31, 2004 (the "Purchase Agreement") by and between THE RESOURCING SOLUTIONS GROUP, INC., a Nevada corporation ("Buyer"), and BENECORP BUSINESS SERVICES, INC., a Texas corporation ("Seller").

Resourcing Solutions Group Inc – Contract (January 30th, 2008)

EMPLOYMENT AGREEMENT dated September 17, 2007 between The Resourcing Solutions Group, Inc., a Nevada corporation, with a principal place of business at 7621 Little Avenue, Suite 101, Charlotte, NC 28226 ( “Company”) and Paul Halter an individual residing at 4312 Stourton Lane, Charlotte, NC 28226 (“Executive”).

Resourcing Solutions Group Inc – Contract (January 30th, 2008)

EMPLOYMENTAGREEMENT dated January 1, 2007 between The Resourcing Solutions Group, Inc., a Nevada corporation, with a principal place of business at 7621 Little Avenue, Suite 101, Charlotte, NC 28226 ( “Company”) and Gary A. Musselman an individual residing at 3335 Chilham Place, Charlotte, NC 28226 (“Executive”).

Resourcing Solutions Group Inc – Contract (January 30th, 2008)

EMPLOYMENTAGREEMENT dated January 1 2007 between The Resourcing Solutions Group, Inc., a Nevada corporation, with a principal place of business at 7621 Little Avenue, Suite 101, Charlotte, NC 28226 (“Company”) and Marcia J. Sartori an individual residing at 2042 Stillwater Lane, McDonald, PA 15057 (“Executive”).

Resourcing Solutions Group Inc – ASSET PURCHASE AGREEMENT (January 30th, 2008)

THIS ASSET PURCHASE AGREEMENT, dated as of this 19 day of October, 2006, between Capital Resources Solutions, LLC, a North Carolina limited liability corporation (“Seller”), Eugene F. Butler (“Butler”), Rose D. Butler, LaDonna Holleman (“Holleman”), and Resourcing Solutions Solutions, Inc., a Nevada corporation (“Buyer”).

Resourcing Solutions Group Inc – Contract (January 30th, 2008)

EMPLOYMENT AGREEMENT dated January 1 2007 between The Resourcing Solutions Group, Inc., a Nevada corporation, with a principal place of business at 7621 Little Avenue, Suite 101, Charlotte, NC 28226 ( “Company”) and Michael Peterson an individual residing at 504 Shawnee Trail, Winchester VA 22602 (“Executive”).

Resourcing Solutions Group Inc – Exhibit A NON-NEGOTIABLECONVERTIBLE PROMISSORY NOTE (January 30th, 2008)

THIS NOTE IS ISSUED PURSUANT TO THE TERMS AND CONDITIONS OF A STOCK ACQUISITION AGREEMENT DATED MAY 17, 2007, BETWEEN THE RESOURCING SOLUTIONS GROUP, INC. AND ANTOINETTE PETERSON.

Resourcing Solutions Group Inc – STOCK TRANSFER AGREEMENT (January 30th, 2008)

Poker Magic Inc – WINNER'S POT POKER LICENSE AGREEMENT (January 29th, 2008)

This License Agreement is entered into as of the last date appearing below by and between Poker Magic, Inc., 130 Lake Street, W.#300, Wayzata, Minnesota 55391, hereinafter "Licensor", and Bally's Park Place, Inc. a New Jersey corporation dba Bally's Atlantic City, hereinafter "Licensee", Park Place & Boardwalk, Atlantic City, New Jersey 08401, hereinafter "Location". Licensor and Licensee may be collectively referred to herein as the "Parties" or each singularly referred to as a "Party".

Poker Magic Inc – ASSET PURCHASE AGREEMENT (January 29th, 2008)

THIS PURCHASE AGREEMENT (this "Agreement") is made and entered into as of this 10th day of March, 2006, by and between Select Video, Inc., a Delaware corporation "Seller"), and WPP Acquisition, Inc., a Minnesota corporation ("Buyer"). Seller and Buyer are referred to herein collectively as the "Parties."

China Vitup Health Care Holdings, Inc. – Senior Management Staff Employment Contract (January 28th, 2008)

In order to establish employment relationship and identify the rights and obligations, the abovementioned two parties have reached an agreement in accordance with Labor Law of the People’ s Republic of China and relevant applicable rules and regulations, on the principle of equality and mutual benefit and through friendly negotiations on the terms and conditions as follows:

China Vitup Health Care Holdings, Inc. – Senior Management Staff Employment Contract (January 28th, 2008)

In order to establish employment relationship and identify the rights and obligations, the abovementioned two parties have reached an agreement in accordance with Labor Law of the People’ s Republic of China and relevant applicable rules and regulations, on the principle of equality and mutual benefit and through friendly negotiations on the terms and conditions as follows:

China Vitup Health Care Holdings, Inc. – Cooperation Agreement (January 28th, 2008)

In consideration to improve the quality and service level of medical and healthcare services provided by Party B, both parties hereinabove have reached an agreement through friendly negotiation on the terms and conditions as follows:

East Fork Biodiesel, Llc – CONSTRUCTION AND TERM LOAN SUPPLEMENT (January 28th, 2008)

THIS SUPPLEMENT to the Master Loan Agreement dated January 30, 2007, (the “MLA”), is entered into as of January 30, 2007, between FARM CREDIT SERVICES OF AMERICA, FLCA (“Farm Credit”) and EAST FORK BIODIESEL, LLC, Algona, Iowa (the “Company”).

China Vitup Health Care Holdings, Inc. – Consulting Agreement (January 28th, 2008)

Party A is a foreign-owned enterprise incorporated under the law of China. It has plenty of knowledge and rich experience in the investment and management of health consulting business, health consulting and relevant information management (Hereinafter referred to as the “health management”) and associate products business and it also possesses of abundant professional technicians.

East Fork Biodiesel, Llc – EAST FORK BIODIESEL, LLC 2007 UNIT APPRECIATION PLAN (January 28th, 2008)

The 2007 East Fork Biodiesel Unit Appreciation Plan (the “Plan”) has been established by East Fork Biodiesel, LLC (the “Company”), an Iowa limited liability company, to: (a) attract and retain qualified employees and directors; (b) motivate Participants to achieve long-range goals; (c) provide incentive compensation opportunities that are competitive with those of similar companies; and (d) further align Participants’ interests with those of the Company through compensation that is based on the value of the Company’s Membership Interests.

Millennia Inc – Exhibit 10.2 PLEDGE AGREEMENT This Pledge Agreement is entered into as of the 31st day of January, 2005, by MILLENNIA, INC. ("Pledgor"), in favor of PAM J. HALTER (collectively "Secured Party"). SECTION 1. SECURITY INTEREST. For value received, the ... (January 28th, 2008)

East Fork Biodiesel, Llc – Firm Throughput Service Agreement Rate Schedule TFX (January 28th, 2008)

This transportation shall be provided pursuant to Subpart G of Part 284 of the Federal Energy Regulatory Commission’s regulations.

China Vitup Health Care Holdings, Inc. – Senior Management Staff Employment Contract (January 28th, 2008)

In order to establish employment relationship and identify the rights and obligations, the abovementioned two parties have reached an agreement in accordance with Labor Law of the People’ s Republic of China and relevant applicable rules and regulations, on the principle of equality and mutual benefit and through friendly negotiations on the terms and conditions as follows:

East Fork Biodiesel, Llc – CONTRACT (January 28th, 2008)

Whereas East Fork Biodiesel, LLC(EFB) desires to protect its investment in the 60 M gal. per year biodiesel plant being constructed for EFB by REG, Inc.

China Vitup Health Care Holdings, Inc. – House Lease Agreement (January 28th, 2008)

Now therefore, both Party A and Party B have reached an agreement regarding to the abovementioned lease matter with terms and conditions as follows:

East Fork Biodiesel, Llc – MASTER LOAN AGREEMENT (January 28th, 2008)

THIS MASTER LOAN AGREEMENT is entered into as of January 30, 2007, between FARM CREDIT SERVICES OF AMERICA, FLCA (“Farm Credit”) and EAST FORK BIODIESEL, LLC, ALGONA, IOWA (the “Company”).

East Fork Biodiesel, Llc – CONSTRUCTION AND REVOLVING TERM LOAN SUPPLEMENT (January 28th, 2008)

THIS SUPPLEMENT to the Master Loan Agreement dated January 30, 2007, (the “MLA”), is entered into as of January 30, 2007, and effective July 1, 2007, or such earlier date as Agent (as that term is defined in the MLA) may establish in its sole discretion, (the “Effective Date”), between FARM CREDIT SERVICES OF AMERICA, FLCA (“Farm Credit”) and EAST FORK BIODIESEL, LLC, Algona, Iowa (the “Company”).