1 Exhibit 10.2 DISTRIBUTION AGREEMENT ---------------------- THIS AGREEMENT is made this day of March 1997; by and between AGROTECH 2000 SL, a company organized with limited liability under the laws of Spain whose registered office is at C/Acanto 22,...Distribution Agreement • April 23rd, 1997 • Conserver Corp of America • Agricultural services • Delaware
Exhibit 10.12 PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of August 12, 1997, made by each of Jay M. Haft, James V. Stanton and Jasmine Trustees Ltd. (collectively the "Pledgors"), in favor of CONSERVER CORPORATION OF AMERICA ("Pledgee"). W I T N E S...Pledge Agreement • October 14th, 1997 • Conserver Corp of America • Agricultural services • New York
3 3 (b) Neither the Commission nor any state regulatory authority has issued any order preventing or suspending the use of any Preliminary Prospectus, the Registration Statement or Prospectus or any part thereof and no proceedings for a stop order...Underwriting Agreement • May 30th, 1997 • Conserver Corp of America • Agricultural services • New York
1 EXHIBIT 10.5 LOAN AGREEMENT THIS AGREEMENT is made as of the 9th day of October 1996 by and between CONSERVER PURCHASING CORPORATION, a corporation organized and existing under the laws of the State of Delaware whose registered office is at 1209...Loan Agreement • February 3rd, 1997 • Conserver Corp of America • Agricultural services • Delaware
AGREEMENTAgreement • October 14th, 1997 • Conserver Corp of America • Agricultural services
Exhibit 10.11 CONSULTING AGREEMENT This AGREEMENT (hereinafter the "Agreement") dated as of August 14, 1997 by and between Conserver Corporation of America, a corporation organized under the laws of the State of Delaware and any of its affiliated...Consulting Agreement • October 14th, 1997 • Conserver Corp of America • Agricultural services • New York
DRAFT 11/07/96 ------------------------------------------------------------------------------- [FORM OF WARRANT AGREEMENT - SUBJECT TO ADDITIONAL REVIEW] CONSERVER CORPORATION OF AMERICAWarrant Agreement • November 21st, 1996 • Conserver Corp of America • New York
3 4 prosecution of the patent application or the acquisition of Letters of Patent of this and any foreign country or otherwise.Employment Agreement • February 3rd, 1997 • Conserver Corp of America • Agricultural services • New York
1 [Form of Underwriting Agreement - Subject to Additional Review] 4,000,000 SHARES OF COMMON STOCK AND 4,000,000 REDEEMABLE WARRANTS CONSERVER CORPORATION OF AMERICA UNDERWRITING AGREEMENTUnderwriting Agreement • November 21st, 1996 • Conserver Corp of America • New York
Exhibit 10.1 STOCK PURCHASE AGREEMENT CONSERVER CORPORATION OF AMERICAStock Purchase Agreement • November 14th, 1997 • Conserver Corp of America • Agricultural services • New York
EXHIBIT 10.17 SUBSCRIPTION, DEBT SETTLEMENT AND RELEASE AGREEMENT TO: PACIFIC LOTTERY CORPORATION (THE "CORPORATION") The undersigned (hereinafter referred to as the "Subscriber") hereby agrees to subscribe for the number of common shares (the "Common...Subscription Agreement • May 15th, 2003 • Lottery & Wagering Solutions Inc • Services-miscellaneous amusement & recreation • Alberta
Exhibit 10.4 EMPLOYMENT AGREEMENT, dated as of June 13, 1997, by and between CONSERVER CORPORATION OF AMERICA, a Delaware Corporation (the "Company"), and CHARLES H. STEIN (the "Employee"). The parties hereto desire to provide for the Employee's...Employment Agreement • October 14th, 1997 • Conserver Corp of America • Agricultural services • New York
3 3 We have been advised by the Company that a registration statement (File No. 333-16571) for the Shares, filed under the Securities Act of 1933, as amended (the "Act"), has become effective. You agree that in selling the Shares purchased pursuant...Selected Dealer Agreement • May 30th, 1997 • Conserver Corp of America • Agricultural services • New York
Exhibit 2.3 SUBSCRIPTION AGREEMENT ------------------ Name of SubscriberSubscription Agreement • November 14th, 1997 • Conserver Corp of America • Agricultural services • New York
4 5 4. REPRESENTATIONS AND WARRANTIES OF SESNote Purchase Agreement • November 21st, 1996 • Conserver Corp of America • New York
2- 4 2. Warrant Certificates. The warrant certificates (the "Warrant Certificates") delivered and to be delivered pursuant to this Agreement shall be in the form set forth in Exhibit A, attached hereto and made a part hereof, with such appropriate...Representative's Warrant Agreement • November 21st, 1996 • Conserver Corp of America • New York
ANDUnderwriter's Warrant Agreement • May 30th, 1997 • Conserver Corp of America • Agricultural services • New York
3 4 3.2 RESTRICTIONS UPON TRANSFERABILITY. The Warrant Stock and the Warrant may be sold or otherwise disposed only in accordance with the provisions of Sections 4 and 5 of the Registration Rights Schedule.Warrant Agreement • November 21st, 1996 • Conserver Corp of America
AMENDMENTAmendment • October 14th, 1997 • Conserver Corp of America • Agricultural services
Share Transfer FormShare Transfer Agreement • November 14th, 1997 • Conserver Corp of America • Agricultural services
I, ___________________ of ____________________ in consideration of _______________ paid to me by Conserver Corporation of America of 3250 Mary Street - Suite 405, Coconut Grove, Florida 33133, U.S.A. (herein called the "said transferee") hereby transfer to the said transferee the share(s) numbered __________ in the undertaking called Sakhalin General Trading and Investments Limited so that the said transferee, his executors, administrators and assigns shall hold the same subject to the same terms as I held the same at the time of the execution of this transfer.
Exhibit 10.15 Heads of agreement Casino project, Paramaribo, Suriname. The Parties to the agreement ("the Parties"): Conserver Corporation of America--A company listed on the NASDAQ exchange, or its nominee, ("Conserver"), and Parbhoe's Handelmij...Heads of Agreement • October 14th, 1997 • Conserver Corp of America • Agricultural services
2 3 Underwriting Agreement) by the Company to the Underwriter in consideration for, and as part of the compensation in connection with the Public Offering;Underwriter's Warrant Agreement • April 23rd, 1997 • Conserver Corp of America • Agricultural services
2 3 We have been advised by the Company that a registration statement (File No. 333-16571) for the Shares, filed under the Securities Act of 1933, as amended (the "Act"), has become effective. You agree that in selling the Shares purchased pursuant...Selected Dealer Agreement • April 23rd, 1997 • Conserver Corp of America • Agricultural services • New York
JANSSEN/MEYERS ASSOCIATES, L.P. 17 STATE STREET NEW YORK, NY 10004Consulting Agreement • May 30th, 1997 • Conserver Corp of America • Agricultural services • New York
FOR APPOINTMENT OFExclusive Operator and Manager Agreement • October 14th, 1997 • Conserver Corp of America • Agricultural services • England
2,200,000 SHARES OF COMMON STOCK OF CONSERVOR CORPORATION OF AMERICAUnderwriting Agreement • April 23rd, 1997 • Conserver Corp of America • Agricultural services • New York
Exhibit 10.16 Agreement of Ownership Structure In the Sakhalin Palace Resort Project Dated the 25th day of June, 1999Agreement of Ownership Structure • May 30th, 2000 • Cca Companies Inc • Agricultural services • New York
This Agreement shall establish clearly the ownership structure of the Sakhalin Palace Resort Project (the Project) as previously determined collectively by the Parties, being individually CCA Companies Limited (the Client), Arter Group Limited (the Advisor) and Valmet S.A. (the Agent).
2 3 Securities to be sold in the Offering (including the Securities subject to the Over allotment Option referred to in paragraph 3 hereof) with the Commission and the filing of the offering materials with the NASD, all fees, expenses and...Financial Consulting Agreement • April 23rd, 1997 • Conserver Corp of America • Agricultural services
Exhibit 10.18 Contract on Reimbursement of Costs The present Contract is made this 20h day of March, 2003 between: (1) the company "Sakhalin General Trading and Investment Limited", the legal entity incorporated under the laws of Cyprus, having its...Contract on Reimbursement of Costs • May 15th, 2003 • Lottery & Wagering Solutions Inc • Services-miscellaneous amusement & recreation
Exhibit 10.14 MEMORANDUM OF UNDERSTANDING This memorandum of understanding (the "MOU") shall confirm that Conserver Corporation of America ("CCA") having an address of 2655 LeJeune Road, Suite, 535, Coral Gables, Florida 33134, as one party, and...Memorandum of Understanding • October 14th, 1997 • Conserver Corp of America • Agricultural services
