1 EXHIBIT 10.7 SHORT FORM OF LEASE LEASE AGREEMENT, made between ESTATE OF IVALENE KUYKENDALL (landlord) and P & A REMEDIATION, LLC. (tenant). For good consideration it is agreed between the parties as follows: 1. Landlord hereby leases and rents to...Lease Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
1 EXHIBIT 10.3 ACQUISITION AGREEMENT AND CLOSING MEMORANDUM This Acquisition Agreement and Closing Memorandum (this "Agreement") is entered into as of April 23, 1998, by and between Basic Technologies, Inc., a Colorado corporation ("Basic") and Yankee...Acquisition Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
ContractWarrant Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York
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 JULY 29, 2005, 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.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of July 29, 2005, by and among Skylynx Communications, Inc., a Delaware corporation with its headquarters located at 500 John Ringling Boulevard, Sarasota, FL 34236 (the "Company"), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the "Initial Investors").
BILL OF SALEBill of Sale • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
SECURITY AGREEMENTSecurity Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York
SECURITY AGREEMENT (this "Agreement"), dated as of July 29, 2005, by and among Skylynx Communications, Inc., a Delaware corporation ("Company"), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party").
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York
Intellectual Property Security Agreement (this "Agreement" dated as of July 29, 2005, by and among Skylynx Communications, Inc., a Delaware corporation (the "Company"), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York
SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of July 29, 2005, by and among Skylynx Communications, Inc., a Delaware corporation, with headquarters located at 500 John Ringling Boulevard, Sarasota, FL 34236 (the "Company"), and each of the purchasers set forth on the signature pages hereto (the "Buyers").
UNITED COMMUNITY BANK, N.A. LAURA N. WALKER Loan Number 260 2100 FM 407 8505 FREEPORT PKWY #141 ------------ HIGHLAND VILLAGE, TX 75077 IRVING, TX 75063-0000 Date 1/08/99 LENDER'S NAME AND ADDRESS BORROWER'S NAME AND ADDRESS ------------------- "You"...Loan Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments • Texas
REGULATIONS AND OPERATING AGREEMENT OF P & A Remediation, LLCOperating Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
BASIC TECHNOLOGIES, INC.General Assignment • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
ACQUISITION AGREEMENT AND CLOSING MEMORANDUMAcquisition Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments • Hawaii
GUARANTY AND PLEDGE AGREEMENTGuaranty and Pledge Agreement • August 8th, 2005 • Skylynx Communications Inc • Non-operating establishments • New York
GUARANTY AND PLEDGE AGREEMENT (this "Agreement"), dated as of July 29, 2005, among Skylynx Communications, Inc., a Delaware corporation (the "Company"), Gary L. Brown (the "Pledgor"), and the pledgees signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Pledgees").
1 EXHIBIT 10.28 TEXAS SIMPLE INTEREST VEHICLE RETAIL INSTALMENT CONTRACT DATE 04/19/99 Buyer (and Co-Buyer) Name and Address (Including County and Zip Code) Basic Technologies, Inc. 1026 W. Main 208 Lewisville, TX 75067 CREDITOR (Seller Name and...Vehicle Retail Installment Contract • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
TRUST AGREEMENTTrust Agreement • October 15th, 2002 • Basic Technologies Inc • Non-operating establishments • Nevada
This TRUST AGREEMENT is entered into effective the 15th day of June, 2002 by and between Bryan L. Walker, as trustee ("Trustee"), and Basic Technologies, Inc., a Colorado corporation ("Basic").
REGULATIONS AND OPERATING AGREEMENT OF P & A Remediation, LLCOperating Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
ACQUISITION AGREEMENT AND CLOSING MEMORANDUM EXHIBIT "C" Leased Equipment To Be Transferred to Basic Technologies, Inc.Assignment • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
EQUIPMENT LEASE AGREEMENTEquipment Lease Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments • Texas
1 EXHIBIT 10.30 TEXAS SIMPLE INTEREST VEHICLE RETAIL INSTALMENT CONTRACT DATE 05/14/99 Buyer (and Co-Buyer) Name and Address (Including County and Zip Code) Simpco, Inc. P.O. Box 828 Zephyr, TX 76890-0828 CREDITOR (Seller Name and Address) Clemons...Texas Simple Interest Vehicle Retail Installment Contract • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
CONSULTATION AND SECURITIES COMPENSATION AGREEMENTConsultation and Securities Compensation Agreement • December 8th, 2003 • Skylynx Communications Inc • Non-operating establishments • Florida
THIS AGREEMENT is executed and made effective this 4th day of November, 2003, between SkyLynx Communications, Inc., a Delaware corporation (the "Company"), and Carl Dilley. ("Consultant").
VOTING AGREEMENTVoting Agreement • May 4th, 2006 • Skylynx Communications Inc • Non-operating establishments
THIS AGREEMENT (this “Agreement”) is made and entered into as of the 28th day of April, 2006, by and between SKYLYNX COMMUNICATIONS, INC., a Delaware corporation ("SkyLynx"), GARY BROWN, individually, (“Brown”) and K. BRYAN SHOBE, individually (“Shobe”) (each a "Shareholder").
AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER DATED NOVEMBER 29, 2005Agreement and Plan of Merger • March 30th, 2006 • Skylynx Communications Inc • Non-operating establishments
THIS AMENDMENT NO. 3 to Agreement and Plan of Merger is made and entered into this 30th day of March, 2006, by and among VETCO Hospitals, Inc. a California corporation ("VETCO"); SkyLynx Communications, Inc., a Delaware corporation ("SkyLynx"); and SkyLynx Acquisition Corporation, a Colorado corporation which is a wholly-owned subsidiary of SkyLynx ("Acquisition").
ESCROW AGREEMENTEscrow Agreement • May 14th, 2004 • Skylynx Communications Inc • Non-operating establishments • Delaware
SKYLYNX COMMUNICATIONS INC., a corporation organized under the laws of the State of Delaware, having an address at 500 Ringling Blvd., Sarasota, Florida 34236 ("SkyLynx")
LICENSE AGREEMENTLicense Agreement • October 2nd, 2006 • Skylynx Communications Inc • Non-operating establishments • Florida
THIS LICENSE AGREEMENT effective as of this 26th day of July 2006 by and between SkyLynx Communications, Inc. (“SKYC”), a Delaware corporation, and Innovative Concepts & Mfg. Co., Inc. (“ICMCI”), a Florida corporation, "LICENSEE."
AGREEMENTStock Purchase Agreement • June 24th, 2002 • Basic Technologies Inc • Non-operating establishments • Texas
THIS AGREEMENT is made and entered into effective as of the 13th day of December, 2001, by and between GARY BROWN, or assigns ("Optionee"), and THE SHELTON VOTING TRUST, organized under the laws of the state of Texas, by BRYAN L. WALKER, TRUSTEE, (hereafter referred to as the "Optionor").
EMPLOYMENT CONTRACTEmployment Agreement • May 19th, 2006 • Skylynx Communications Inc • Non-operating establishments • Florida
SkyLynx Communications, Inc., (''Employer''), a Delaware corporation, located at 1502 Stickney Point Road, Sarasota, FL 34231, and Gary L. Brown, (''Employee''), of 7813 Point of Rocks Road, Sarasota, FL 34242 in consideration of the mutual promises made herein, agree as follows:
RELEASE AGREEMENTRelease Agreement • October 2nd, 2006 • Skylynx Communications Inc • Non-operating establishments • Florida
THIS RELEASE AGREEMENT (the “Agreement”) is entered into as of July 26, 2006 (the “Notice Date”) by and between SKYLYNX COMMUNICATIONS, INC., a Delaware corporation (the “Company”) and Rural Metro, Inc., (“Rural Metro”) relating to the termination of all the contractual relationships (whether in writing, oral or implied) by and between the Company and Rural Metro effective immediately. “Company” includes all current or former affiliated corporations, parent corporations, partnerships, divisions and subsidiaries or other entities, and the officers, directors, shareholders, other team members, agents, attorneys, successors and assigns of the Company.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 25th, 2005 • Skylynx Communications Inc • Non-operating establishments • Florida
THIS STOCK PURCHASE AGREEMENT (the "Agreement") is made as of April _____, 2005, by and between SkyLynx Communications, Inc., a Delaware corporation, (the "Seller") and OrbiLynx Communications, Inc., a Florida corporation (the "Buyer").
AGREEMENT AND PLAN OF MERGER BETWEEN AND AMONG DIGITAL COMPUTER INTEGRATION CORPORATION, DEFENSE TECHNOLOGY SYSTEMS, INC., ZENON MACIEKOWICZ AND SKYLYNX COMMUNICATIONS, INC. AND SKYLYNX ACQUISITION CORP. DATED AS OF DECEMBER 16, 2005 AGREEMENT AND...Merger Agreement • December 19th, 2005 • Skylynx Communications Inc • Non-operating establishments • Delaware
THIS AGREEMENT AND PLAN OF MERGER (the "Agreement") is made and entered into this 16th day of December, 2005, by and among DIGITAL COMPUTER INTEGRATION CORPORATION, a Texas corporation ("DCI"); DEFENSE TECHNOLOGY SYSTEMS, INC., a Delaware corporation ("DFTS"), a shareholder of DCI; ZENON MACIEKOWICZ and CLARA JANE MACIEKOWICZ, ("ZM")individually, collectively and as shareholders of DCI; (hereafter, DFTS and ZM may each be referred to as a "Shareholder" and collectively be referred to as "Shareholders"); SKYLYNX COMMUNICATIONS, INC., a Delaware corporation ("SkyLynx"); and SKYLYNX ACQUISITION CORP., a Colorado Subsidiary of SKYLYNX ("SAC"). DCI, DFTS, ZM, SKYLYNX and SAC are hereinafter sometimes individually referred to as a "party" and collectively as the "parties".
SKYLYNX COMMUNICATIONS, INC. 500 John Ringling Boulevard Sarasota, FL 34236 March 13, 2006Amendment of Notes • April 12th, 2006 • Skylynx Communications Inc • Non-operating establishments
This letter sets forth the agreement of the parties hereto to amend the conversion price of certain notes originally issued by the Company to the investors listed in the signature pages hereto (collectively, the "Investors"), on July 29, 2005 (the "Notes").
AGREEMENT AND PLAN OF REORGANIZATION Dated as of August __, 2002 between ROVER TELCOM CORPORATION, SHAREHOLDERS OF ROVER TELCOM CORPORATION and BASIC TECHNOLOGIES, INC. AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • September 9th, 2002 • Basic Technologies Inc • Non-operating establishments • Colorado
THIS AGREEMENT ("Agreement") is made and entered into effective this ___th day of August, 2002, by and between and among BASIC TECHNOLOGIES, INC., a Colorado corporation, ("Basic"), ROVER TELCOM CORPORATION, a Colorado corporation, ("Rover") and each of the undersigned Shareholders of Rover who constitute at least eighty (80) percent of the issued and outstanding shares of Rover (hereafter collectively be referred to as "Shareholders").
EMPLOYMENT AGREEMENTEmployment Agreement • May 19th, 2006 • Skylynx Communications Inc • Non-operating establishments • Florida
THIS AGREEMENT (this "Agreement") made as of the 1st day of May 2006, (the "Effective Date") by and between SkyLynx Communications, Inc., ("SkyLynx" or the "Company"), a Delaware corporation (the "Company"), and Kenneth L. Marshall (the "Executive").
1 EXHIBIT 10.1 VOTING TRUST AGREEMENT OF SHELTON VOTING TRUST This Agreement, made on this 1st day of July, 1986, at Dallas County, Texas, by and between the undersigned parties creates a voting trust to own the undeveloped working interests of the...Voting Trust Agreement • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
JOINT VENTURE AGREEMENTJoint Venture Agreement • November 3rd, 2005 • Skylynx Communications Inc • Non-operating establishments • Florida
THIS JOINT VENTURE AGREEMENT (the "Agreement"), made and entered into as of this 23rd day of March 2005, by and between SkyLynx Communications, Inc., a Delaware corporation whose address is 500 John Ringling Blvd., Sarasota, FL 34236 ("SKYC") and PS III HOLDINGS, LLC ("PS III") whose address is 5111 Ocean Blvd., Sarasota, FL 34242).
CONTRACTContract • June 12th, 2000 • Basic Technologies Inc • Non-operating establishments
