Forge Inc Sample Contracts

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RECITALS
Development and License Agreement • September 15th, 2005 • Encore Clean Energy Inc • Services-business services, nec
BACKGROUND
Agreement and Plan of Merger • November 5th, 1999 • Realm Productions & Entertainment Inc • Services-motion picture & video tape production • Florida
AGREEMENT
Agreement • May 12th, 1999 • Realm Productions & Entertainment Inc
EXHIBIT 2.2
Agreement and Plan of Merger • May 13th, 2002 • Emailthatpays Com Inc • Services-business services, nec • Florida
2 EXHIBIT "A" TERMS AND CONDITIONS TO PROGRAM LICENSE AGREEMENT
Program License Agreement • May 12th, 1999 • Realm Productions & Entertainment Inc • Texas
RECITALS
Settlement Agreement • May 12th, 1999 • Realm Productions & Entertainment Inc • Florida
RECITALS:
Asset Purchase Agreement • May 12th, 1999 • Realm Productions & Entertainment Inc • Florida
CONSULTING AGREEMENT
Consulting Agreement • September 7th, 2005 • Encore Clean Energy Inc • Services-business services, nec • Delaware

This Consulting Agreement (“Agreement”) is entered into this 1st day of June, 2005 between tinePublic Inc., a corporation engaged in providing consulting services, through its partners, or affiliates (the “Consultant”), and Encore Clean Energy, Inc., a Delaware corporation (“Encore”,“Client” or the “Company”), in connection with the rendering of consulting services by the Consultant to the Company on the terms and conditions described below.

Re: Joint Projects; License and Consulting Agreement
Encore Clean Energy Inc • May 17th, 2004 • Services-business services, nec

Further to your recent discussions with Mr. Larry Shultz, a director of Encore Clean Energy, Inc (“Encore”), (and formerly named Cryotherm, Inc) , this letter is to both reaffirm and amend the Joint Projects License and Consulting Agreement of June 26, 2003 signed between Cryotherm ("Cryotherm") and you, as an individual, and your company, Centripetal Dynamics, Inc. (collectively “CD”). This agreement supercedes any prior agreements.

Pass Christian, MS USA, 39571 July 5, 2005
Encore Clean Energy Inc • September 7th, 2005 • Services-business services, nec

Further to our recent discussions concerning clarification of the existing license agreement between Encore Clean Energy, Inc. and myself, I am writing to confirm the following:

First Amendment Dated as of January 14, 2005 to the Limited Liability Company Agreement of World, Wind and Water Energy LLC
First Amendment • January 19th, 2005 • Encore Clean Energy Inc • Services-business services, nec • Delaware

This First Amendment to the Limited Liability Company Agreement (this “Amendment”) of World, Wind and Water Energy LLC, a Delaware limited liability company (the “Company”), is entered into as of January 14, 2005, among the members of the Company listed on the signature page set forth below (the “Members”).

TECHNOLOGY CONTRIBUTION AGREEMENT
Technology Contribution Agreement • January 19th, 2005 • Encore Clean Energy Inc • Services-business services, nec • Delaware

THIS TECHNOLOGY CONTRIBUTION AGREEMENT (this “Technology Contribution”), is entered into as of January 14, 2005 (the “Effective Date”), among Encore Clean Energy, Inc., a Delaware corporation (“Encore”), Robert D. Hunt, a individual residing at 23707 Redfish Lane, Pass Christian, Mississippi 39571 (“Hunt” and collectively, Hunt and Encore shall hereafter be referred to as the “Assignors”) and World, Wind and Water Energy LLC, a Delaware limited liability company (“Assignee”). Encore, Hunt and Assignee are referred to herein individually as a “Party” and collectively as the “Parties”.

February 3, 2005
Encore Clean Energy Inc • May 17th, 2005 • Services-business services, nec

This Letter of Agreement will confirm our recent discussions and negotiations concerning the formation of a new Limited Liability Company (“LLC”) upon the terms and conditions as generally described herein.

CONSULTING AGREEMENT
Consulting Agreement • May 17th, 2005 • Encore Clean Energy Inc • Services-business services, nec

THIS CONSULTING AGREEMENT, (hereinafter the "Agreement") effective July 1, 2004 (hereinafter the “Effective Date”), is entered into by and between ENCORE CLEAN ENERGY, INC., a Delaware corporation (hereinafter the "Company"), and COCAL INVESTMENTS, INC. (hereinafter the "Consultant").

August 11, 2005
Encore Clean Energy Inc • September 7th, 2005 • Services-business services, nec

This document will formalize our discussions and confirm our mutual agreement in regards to Encore forming a Joint Venture Limited Liability Corporation or Limited Liability Partnership (the “JV”) with ThermaSource Inc. to develop Encore’s Magnetic Piston Generator (“MPG”) and thermal hydraulic Heat Seeker heat conversion technologies in the Field of Use of “Geothermal and Hydrothermal” applications exclusively in the State of California.

AMENDMENT TO PURCHASE AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG CRYOTHERM, INC. THE SELLING STOCKHOLDERS OF CRYOTHERM, INC. EXECUTING THIS AGREEMENT AND FORGE, INC.
Purchase Agreement and Plan of Reorganization • October 15th, 2003 • Forge Inc • Services-business services, nec

This Amendment to Purchase Agreement and Plan of Reorganization is entered into as of this 25th day of August, 2003 ("Agreement"), by and among Cryotherm, Inc., a Delaware corporation ("CRYO”), the undersigned Selling Stockholders of CRYO (the “Majority Selling Stockholders,” and together with the other Selling Stockholders who join as signatories to this Agreement after the date hereof as provided herein, the "Selling Stockholders") and FORGE, INC., a Delaware corporation ("FORGE").

EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • May 17th, 2004 • Encore Clean Energy Inc • Services-business services, nec • Mississippi

THIS LICENSE AGREEMENT (the “Agreement”), dated as of May 20, 2003, but effective as of January 15, 2002 (“Effective Date”), is made by and among ROBERT D. HUNT, an individual residing at 23707 Redfish Lane, Pass Christian, Mississippi 39571 (“Hunt”) and CRYOTHERM, INC., a Delaware corporation with its principal offices at 2934-1/2 Beverly Glen Circle, Suite 301, Bel Air, CA 90077 (“CryoTherm”), with such foregoing entities also referred to hereafter individually as a “Party” or collectively as the “Parties.”

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LIMITED LIABILITY COMPANY AGREEMENT OF WORLD, WIND AND WATER ENERGY LLC
Limited Liability Company Agreement • January 19th, 2005 • Encore Clean Energy Inc • Services-business services, nec • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) is effectuated as of January 14, 2005, pursuant to Section 18-209 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”). Encore Clean Energy, Inc., a Delaware corporation (“Encore”), Robert D. Hunt (“Hunt”) and The Abell Foundation, Inc., a Maryland corporation (“Abell”), and any other persons or entities, who shall in the future execute and deliver this Agreement pursuant to the provisions hereof shall hereinafter collectively be referred to as the “Members.”

WEB COVERAGE AND ADVERTISING SERVICES AGREEMENT
Web Coverage and Advertising Services Agreement • September 7th, 2005 • Encore Clean Energy Inc • Services-business services, nec • Florida

This WEB COVERAGE AND ADVERTISING SERVICES AGREEMENT (the "Agreement"), effective as of April 18th , 2005 (the "Effective Date"), by and between Free-Market News Network, Corp., a Florida corporation, or its subsidiaries, divisions or affiliates (collectively, “Free-Market”), and Encore Clean Energy, Inc. a Delaware corporation, or its subsidiaries, divisions or affiliates (collectively, the “Advertiser”).

PURCHASE AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG CRYOTHERM, INC. THE SELLING STOCKHOLDERS OF CRYOTHERM, INC. EXECUTING THIS AGREEMENT AND FORGE, INC.
Purchase Agreement and Plan of Reorganization • August 1st, 2003 • Forge Inc • Services-business services, nec • Delaware

This Purchase Agreement and Plan of Reorganization is entered into as of this 28th day of July, 2003 ("Agreement"), by and among Cryotherm, Inc., a Delaware corporation ("CRYO”), the undersigned Selling Stockholders of CRYO (the “Majority Selling Stockholders,” and together with the other Selling Stockholders who join as signatories to this Agreement after the date hereof as provided herein, the "Selling Stockholders") and FORGE, INC., a Delaware corporation ("FORGE").

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