Prer14c Sample Contracts

BY AND BETWEEN
Stock Purchase Agreement • May 18th, 2000 • Compost America Holding Co Inc • Refuse systems • Texas
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BY AND AMONG
Agreement and Plan of Reorganization • November 27th, 2002 • Moneyzone Com • Blank checks • Delaware
BY AND AMONG
Asset Purchase Agreement • June 7th, 1999 • Futurebiotics Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
ARTICLE 1
Asset Purchase Agreement • January 21st, 2004 • Fun City Popcorn Inc • Miscellaneous food preparations & kindred products • Nevada
ARTICLE I THE MERGER TRANSACTION
Agreement and Plan of Merger • June 8th, 2004 • Technology Connections Inc • Electrical work • North Carolina
EXHIBIT A AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • August 22nd, 2002 • Lil Marc Inc • Plastics products, nec • New York
BACKGROUND
Employment Agreement • June 3rd, 2002 • Newmark Homes Corp • General bldg contractors - residential bldgs • Florida
ARTICLE I THE MERGER
Agreement and Plan of Merger • August 21st, 2000 • Calipso Inc • Services-business services, nec • Delaware
PUT OPTION AGREEMENT
Put Option Agreement • May 18th, 2000 • Compost America Holding Co Inc • Refuse systems • New Jersey
WITNESSETH:
Earnout Agreement • May 18th, 2000 • Compost America Holding Co Inc • Refuse systems • Texas
SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • June 25th, 2013 • Helmer Directional Drilling Corp. • Retail-apparel & accessory stores • Nevada

This Share Exchange Agreement, dated as of March 11, 2013, is made by and among Helmer Directional Drilling Corp., a Nevada corporation (the “Acquiror Company”), Georgette Wansor (the “Acquiror Company Principal Shareholder”), Excelsior Gold Corporation, a company organized under the laws of the State of Utah (the “Company”), and the shareholders of the Company (the “Shareholders”).

SEPARATION AGREEMENT AND MUTUAL RELEASE IN FULL
Separation Agreement and Mutual Release • April 2nd, 2010 • Bluegate Corp • Services-business services, nec • Texas

THIS SEPARATION AGREEMENT AND MUTUAL RELEASE IN FULL (this “Agreement”) is made by and between Manfred Sternberg (the “Former Director”) and Bluegate Corporation, a Nevada corporation (together with its subsidiaries, the “Company”).

ASSET SALE AND PURCHASE AGREEMENT
Asset Sale and Purchase Agreement • April 2nd, 2010 • Bluegate Corp • Services-business services, nec • Illinois

THIS ASSET SALE AND PURCHASE AGREEMENT (“Agreement”) is made and entered into the Seventh (7th) day of November, 2009 to be fully effective and completed as of the Thirtieth (30th) day of November, 2009 by and between Bluegate Corporation (“Bluegate” or the “Seller”), and SAI Corporation (“Purchaser”), an Illinois corporation.

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • July 22nd, 2008 • Universal Fog Inc • Industrial & commercial fans & blowers & air purifing equip • Delaware

SHARE EXCHANGE AGREEMENT (THIS "AGREEMENT") IS MADE THIS 15TH DAY OF OCTOBER 2007, BY AND BETWEEN UNIVERSAL FOG, INC., A DELAWARE CORPORATION (“UFOG”); THOMAS BONTEMS, THE CHIEF EXECUTIVE OFFICER OF UFOG (“BONTEMS”); SUN, XIN, A CITIZEN AND RESIDENT OF THE PEOPLE’S REPUBLIC OF CHINA AND MAJORITY SHAREHOLDER OF UFOG (THE “MAJORITY SHAREHOLDER”) AND 100% OWNER OF THE SHARE CAPITAL OF CHINA HEALTH INDUSTRIES HOLDINGS LIMITED; CHINA HEALTH INDUSTRIES HOLDINGS LIMITED, A CORPORATION ORGANIZED UNDER THE LAWS OF THE HONG KONG SAR OF THE PEOPLE’S REPUBLIC OF CHINA (“CHINA HEALTH”) AND THE OWNER OF 100% OF THE SHARE CAPITAL OF HARBIN HUMANKIND BIOLOGY TECHNOLOGY CO. LIMITED; AND HARBIN HUMANKIND BIOLOGY TECHNOLOGY CO. LIMITED, A CORPORATION ORGANIZED UNDER THE LAWS OF THE PEOPLE’S REPUBLIC OF CHINA (“HARBIN HUMANKIND”)(CHINA HEALTH AND HARBIN HUMANKIND BEING HEREINAFTER REFERRED TO AS THE “HARBIN SUBSIDIARIES”); ALL OF WHOM EXECUTE AND DELIVER THIS AGREEMENT, BASED ON THE FOLLOWING:

AGREEMENT AND PLAN OF SHARE EXCHANGE
Agreement and Plan of Share Exchange • May 13th, 2011 • VGTel, Inc. • Services-business services, nec • New York

THIS AGREEMENT AND PLAN OF SHARE EXCHANGE (hereinafter referred to as the “Agreement”), executed on February 24, 2011 (“Effective Date”) by and among VGTEL, INC. , a publicly-owned New York corporation, with a business address at 2 Ingrid Road, Setauket NY 11733 (“VGTL”), and VENTURE INDUSTRIES, INC., a Nevada corporation, with a business address at c/o Hiscock & Barclay, 7 Times Square 44th Floor, New York, New York 10036 (“VII”). VGTL and VII are sometimes hereinafter collectively referred to as the “P(p)arties” and individually as a “P(p)arty”.

MUTUAL RELEASE IN FULL
Mutual Release • April 2nd, 2010 • Bluegate Corp • Services-business services, nec • Texas

THIS MUTUAL RELEASE IN FULL (this “Agreement”) is made by and between SAI Corporation (“SAIC”) and Bluegate Corporation, a Nevada corporation (together with its subsidiaries, the “Company”).

ASSET SALE AND PURCHASE AGREEMENT
Asset Sale and Purchase Agreement • April 2nd, 2010 • Bluegate Corp • Services-business services, nec • Texas

THIS ASSET SALE AND PURCHASE AGREEMENT ("Agreement") is made and entered into effective as of the Seventh (7th) day of November, 2009 by and between:

CANCELLATION AGREEMENT
Cancellation Agreement • May 13th, 2011 • VGTel, Inc. • Services-business services, nec

This CANCELLATION AGREEMENT (this “Agreement”), dated February 24, 2011 (the “Effective Date”), by and among, VGTEL, INC. (the “ Company” and/or “VGTL”) a New York Corporation, and JOSEPH INDOVINA (the “Canceling Party”). VGTL/Company and Canceling Party are also hereinafter individually and jointly referred to as “P(p)arty” and/or “P(p)arties”.

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PLAN OF MERGER
Plan of Merger • June 15th, 2005 • Metaline Mining & Leasing Co • Patent owners & lessors • Nevada

This Plan of Merger is made and entered into this ____ day of _______, 2005, by and between Metaline Mining & Leasing, inc., a Washington corporation ("Metaline"), and HuntMountain Resources, a Nevada corporation ("HuntMountain" or the "Surviving Corporation").

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • March 7th, 2008 • China Public Security Technology, Inc. • Services-prepackaged software • Nevada
AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • May 28th, 2008 • Robocom Systems International Inc • Services-computer integrated systems design • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of _____, 2008 (this “Agreement”), is by and between ROBOCOM SYSTEMS INTERNATIONAL INC., a New York corporation (“Robocom-New York”), and ________ , a Delaware corporation (“Robocom-Delaware”). Robocom-New York and Robocom-Delaware are hereinafter sometimes collectively referred to as the “Constituent Companies.”

CAREGUIDE, INC. STOCKHOLDERS AGREEMENT
Stockholders Agreement • December 8th, 2008 • Careguide Inc • Services-misc health & allied services, nec • New York
SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • August 27th, 2001 • Precom Technology Inc • Retail-record & prerecorded tape stores • Florida

This Share Exchange Agreement ("Agreement") between PreCom Technology, Inc., a Florida corporation ("PRECOM"), GroupNow, Inc., a Delaware corporation ("GNOW") and the persons listed in Exhibit A hereof (collectively the "Shareholders"), being the owners of record of all of the issued and outstanding stock of GNOW, is entered into as of June 4, 2001.

EXHIBIT A AGREEMENT AND PLAN OF MERGER BY AND AMONG NEWMARK HOMES CORP. ENGLE HOLDINGS CORP. AND TECHNICAL OLYMPIC, INC. Dated: April 8, 2002
Agreement and Plan of Merger • June 3rd, 2002 • Newmark Homes Corp • General bldg contractors - residential bldgs • Texas
RECITALS
A - Joint Development Agreement • November 10th, 2004 • Inmedica Development Corp • Patent owners & lessors • Utah
AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • January 8th, 2018 • CHINA BIOTECH HOLDINGS LTD (Del) • Blank checks • Delaware

This AGREEMENT AND PLAN OF MERGER (this "Agreement") is entered into as of November 15, 2017, by and between China Biotech Holdings Limited, a Delaware corporation ("China Biotech"), and Zhong Yuan Bio-Technology Holdings Limited, an exempted company incorporated under the laws of the Cayman Islands ("Zhong Yuan").

Exchange Agreement among, New York Film Works, Inc., Cinegram Media, Inc., and the persons identified in Exhibit A EXCHANGE AGREEMENT
Exchange Agreement • April 12th, 2002 • New York Film Works Inc • Services-photofinishing laboratories • New York

EXCHANGE AGREEMENT (this “Agreement”) dated this 10th day of October, 2001 by and among, New York Film Works, Inc., a New York corporation (“Filmworks”), Cinegram Media, Inc., a Delaware corporation ("Cinegram") and the persons identified in Exhibit A (collectively, the "Cinegram Stockholders"). The signatories may hereinafter also be referred to jointly as the "Parties".

THE AMENDED AGREEMENT CONCERNING THE EXCHANGE OF COMMON STOCK BETWEEN MICRO IMAGING TECHNOLOGY, INC. AND SHAANXI ZHONGKE SPACEFLIGHT AGRICULTURE DEVELOPMENT STOCK CO., LTD.
Amended Agreement • August 14th, 2007 • Micro Imaging Technology, Inc. • Patent owners & lessors

The following agreement is an amendment to certain provisions of the original agreement signed by Micro Imaging Technology, Inc. (the “MIT”) and Shaanxi Zhongke Spaceflight Agriculture Development Stock Co., Ltd. (the “Zhongke”). The following paragraphs are substituted in full for the original paragraphs and these amendments should be read in conjunction with the original agreement. Except as modified, the remainder of the Agreement remains in full force.

MERGER AGREEMENT AND PLAN OF REORGANIZATION
Merger Agreement • March 10th, 2011 • Wellstone Filter Sciences Inc /De/ • Tobacco products • California

This MERGER AGREEMENT AND PLAN OF REORGANIZATION (the "Agreement ”) dated as of February 14, 2011, by and among Wellstone Filter Sciences, Inc., a Delaware corporation whose principal office is located at 710 Market Street, Chapel Hill, North Carolina 27516 (“WFSI”); ADG Acquisition, Inc., a California corporation (“Merger Sub”), the principal WFSI stockholder listed on Exhibit A (the “PRINCIPAL WFSI STOCKHOLDER”); each of the persons listed on Exhibit B who are owners of membership units of ADGLLC (collectively referred to as “SELLERS”); and Auri Design Group LLC, a California Limited Liability Company (“ADGLLC”) whose principal office is located at 1200 North Coast Highway, Laguna Beach, California 92651-4045.

GREENTREE FINANCIAL GROUP, INC. ã
Service Agreement • October 21st, 2008 • Environment Ecology Holding Co of China • Wholesale-motor vehicle supplies & new parts • Florida

This service agreement ("Agreement") confirms the terms and conditions of the exclusive engagement of Greentree Financial Group, Inc. ("Greentree") by SHAN XI LI BAO SHENG TAI KE JI GU FEN YOU XIAN GONG SI (the "Company") to render certain consulting services to the Company in connection with the Company's plans to shift their accounting systems to a format that is consistent with United States GAAP (Generally Accepted Accounting Principles), and related upgrades and modifications to management training and business plan development that will more readily integrate with United States GAAP.

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