REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of March ___, 2005 by and between AMERICANA PUBLISHING, INC., a Colorado corporation, with its principal office located at 303 San Mateo NE, Suite 104A,...Registration Rights Agreement • April 14th, 2005 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
BACKGROUNDEscrow Agreement • April 14th, 2005 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
Exhibit 10.4 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION...Americana Publishing Inc • August 19th, 2004 • Miscellaneous publishing
SECURITIES PURCHASE AGREEMENT ----------------------------- THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of December 23, 2005, by and among AMERICANA PUBLISHING, INC., a Colorado corporation (the "Company"), and the Buyers listed on...Securities Purchase Agreement • January 12th, 2006 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
AMENDED AND RESTATED SECURITY AGREEMENT --------------------------------------- THIS AMENDED AND RESTATED SECURITY AGREEMENT (the "Agreement"), is entered into and made effective as of December 23, 2005, by and between AMERICANA PUBLISHING, INC., a...Security Agreement • January 12th, 2006 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
Exhibit 10.5 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION...Americana Publishing Inc • August 19th, 2004 • Miscellaneous publishing
Exhibit 10.23 Toscana Group, Inc.-Class A Warrant NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY OTHER APPLICABLE STATE SECURITIES LAWS...Americana Publishing Inc • October 24th, 2003 • Miscellaneous publishing
INVESTOR REGISTRATION RIGHTS AGREEMENT -------------------------------------- THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 23, 2005, by and among AMERICANA PUBLISHING, INC., a Colorado corporation (the "Company"), and...Registration Rights Agreement • January 12th, 2006 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
Exhibit 10.24 Toscana Group, Inc.-Class B Warrant NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY OTHER APPLICABLE STATE SECURITIES LAWS...Americana Publishing Inc • October 24th, 2003 • Miscellaneous publishing
Exhibit 10.21 Neither this Warrant, nor the shares of capital stock issuable upon exercise of this Warrant, has been registered under the Securities Act of 1933, as amended (the "act"), or any applicable state securities laws, and neither may be sold...Americana Publishing Inc • October 24th, 2003 • Miscellaneous publishing • New York
Exhibit 10.12 OFFICE LEASE THIS LEASE, made this 1st day of January 1999, between Americana Publishing, Inc., 303 San Mateo NE, Suite 104A, Albuquerque, New Mexico, hereinafter referred to "Tenant", and B. H. Capital Limited hereinafter referred to as...Office Lease • October 24th, 2003 • Americana Publishing Inc • Miscellaneous publishing
ESCROW AGREEMENT ---------------- THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of December 23, 2005 AMERICANA PUBLISHING, INC., a Colorado corporation (the "Company"); the Buyer(s) listed on the Securities Purchase Agreement,...Escrow Agreement • January 12th, 2006 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
Exhibit 10.1 NOTE AND WARRANT PURCHASE AGREEMENT This Note and Warrant Purchase Agreement (this "Agreement") is dated as of June __, 2004, among Americana Publishing, Inc., a Colorado corporation (the "Company"), and the purchasers identified on the...Note and Warrant Purchase Agreement • August 19th, 2004 • Americana Publishing Inc • Miscellaneous publishing • California
ARTICLE I PURCHASE AND SALE OF ASSETS 1.1. Sale and Transfer of Assets. Subject to the terms and conditions set forth in this Agreement, Action agrees to sell, convey, transfer, assign and deliver to Americana, and Americana agrees to purchase from...Asset Purchase Agreement • April 21st, 2004 • Americana Publishing Inc • Miscellaneous publishing • California
AMERICANA PUBLISHING, INC. PLACEMENT AGENT AGREEMENTAgent Agreement • April 14th, 2005 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
STANDBY EQUITY DISTRIBUTION AGREEMENT THIS AGREEMENT dated as of the ___ day of March 2005 (the "Agreement") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and AMERICANA PUBLISHING, INC., a corporation organized...Equity Distribution Agreement • April 14th, 2005 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
DATED: DECEMBER 23, 2005 NEITHER THIS DEBENTURE NOR THE SECURITIES INTO WHICH THIS DEBENTURE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM...Americana Publishing Inc • January 12th, 2006 • Miscellaneous publishing
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 10th, 2007 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of March ___, 2007, by and among AMERICANA DISTRIBUTION, INC., a Colorado corporation (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).
RECITALS: --------Pledge and Escrow Agreement • January 12th, 2006 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 10th, 2007 • Americana Publishing Inc • Miscellaneous publishing • New Jersey
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March ______, 2007, by and among AMERICANA DISTRIBUTION, INC., a Colorado corporation (the “Company”), and the undersigned Buyers listed on Schedule I attached hereto (each, a “Buyer” and collectively, the “Buyers”).
Exhibit 10.3 RESTRUCTURE AGREEMENT This RESTRUCTURE AGREEMENT (this "Agreement"), dated as of June 15, 2003, is entered into by and among Americana Publishing, Inc., a Colorado corporation ("Company"), Advantage Fund I, LLC, ("Advantage"). W I T N E S...Restructure Agreement • October 24th, 2003 • Americana Publishing Inc • Miscellaneous publishing • New York
Option to Purchase Common Stock of AMERICANA PUBLISHING, INC. Agreement (hereinafter referred to as "Option Agreement") made January 1st, 1999 between (Director) of (city) (state) (herein after referred to as "Purchaser") and AMERICANA PUBLISHING,...Americana Publishing Inc • July 6th, 1999 • Miscellaneous publishing • Colorado
STOCK PURCHASE AGREEMENT AND SHARE EXCHANGE by and among AMERICANA LICENSING INC. a New York CorporationStock Purchase Agreement and Share Exchange • April 11th, 2006 • Americana Publishing Inc • Miscellaneous publishing • New York
Employment Agreement Employment Agreement, between Americana Publishing, Inc. (the "Company") and George Lovato, Jr. (the "Employee"), for good consideration, the Company employs the Employee on the following terms and conditions: 1. Term of...Employment Agreement • August 6th, 1999 • Americana Publishing Inc • Miscellaneous publishing • New Mexico
Exhibit 10.2 12% SENIOR SECURED CONVERTIBLE DEBENTURE AND WARRANT PURCHASE AGREEMENTConvertible Debenture and Warrant Purchase Agreement • October 24th, 2003 • Americana Publishing Inc • Miscellaneous publishing
PURCHASE AND SALE OF ASSETSAsset Purchase Agreement • August 19th, 2004 • Americana Publishing Inc • Miscellaneous publishing • California
Exhibit 10.2 12% SENIOR SECURED CONVERTIBLE DEBENTURE AND WARRANT PURCHASE AGREEMENT April 1, 2002 Americana Publishing, Inc., a Colorado corporation (the "Company") and the persons listed on Schedule 2 hereto (the "Investors") hereby agree as...And Warrant Purchase Agreement • August 16th, 2002 • Americana Publishing Inc • Miscellaneous publishing
CORPORATE FINANCE CONSULTING AGREEMENT In consideration of the mutual promises herein contained, the project principals Americana Publishing, Inc., hereinafter referred to as "Principals", located, 303 San Mateo NE, Suite 104A, Albuquerque, New Mexico...Corporate Finance Consulting Agreement • June 4th, 1999 • Americana Publishing Inc • Miscellaneous publishing • New Mexico
Exhibit 10.14 OFFICE LEASE THIS LEASE, made this 31st day of July, 2001, between Corporate Media Group, 145 Lupton Lane, Cleveland, TN 37311, hereinafter referred to "Tenant", and Rick & Susan Durand hereinafter referred to as "Landlord". WITNESSETH:...Office Lease • October 24th, 2003 • Americana Publishing Inc • Miscellaneous publishing
EMPLOYMENT AGREEMENTEmployment Agreement • July 16th, 2002 • Americana Publishing Inc • Miscellaneous publishing
THIS EMPLOYMENT AGREEMENT, dated as of July , 2001, is by and between AMERICANA PUBLISHING, INC., a Colorado corporation qualified to do business in New Mexico, with its main office located at 303 San Mateo NE, Suite 104A, Albuquerque, NM 87108, (hereinafter “Employer”) and RICHARD D. DURAND, 912 South McDonald Road, McDonald, Tennessee 37353 (employee”).
Exhibit 10.1 SECURITY AGREEMENT AND POWER OF ATTORNEY TO LANGSAM BORENSTEIN PARTNERSHIP ("PURCHASER"), BY AMERICANA PUBLISHING, INC. ("SELLER") This agreement ("Agreement") has been made on this day of , 2002, between Langsam Borenstein Partnership...Security Agreement and Power • October 24th, 2003 • Americana Publishing Inc • Miscellaneous publishing • Pennsylvania
Option to Purchase Common Stock of AMERICANA PUBLISHING, INC. Agreement (hereinafter referred to as "Option Agreement") made January 1st, 1999 between (Director) of (city) (state) (herein after referred to as "Purchaser") and AMERICANA PUBLISHING,...Americana Publishing Inc • June 4th, 1999 • Miscellaneous publishing • Colorado
SETTLEMENT AGREEMENT AND RELEASESettlement Agreement and Release • May 1st, 2006 • Americana Publishing Inc • Miscellaneous publishing • Colorado
This Settlement Agreement and Release (“Agreement”) is entered into as of December 31, 2005, by and between AMERICANA DISTRIBUTION, INC., a Colorado corporation, ("Americana"); ACTION MEDIA GROUP, LLC, a California limited liability company ("Action Media"); and JOSEPH D. AGLIOZZO, BENJAMIN L. PADNOS (“Padnos”) and PETER C. OCAMPO, individuals ("collectively referred to as the “Members").
Exhibit 10.2 Employment Agreement Employment Agreement, between Americana Publishing, Inc. (the "Company") and Don White (the "Employee"), for good consideration, the Company employs the Employee on the following terms and conditions: 1. Term of...Employment Agreement • February 25th, 2000 • Americana Publishing Inc • Miscellaneous publishing • New Mexico
SETTLEMENT AGREEMENT AND GENERAL RELEASESettlement Agreement and General Release • May 1st, 2006 • Americana Publishing Inc • Miscellaneous publishing • California
THIS SETTLEMENT AGREEMENT AND GENERAL RELEASE ("Agreement") is made as of the 27th day of February, 2006 by and among Americana Distribution, Inc. (the "Company") and Montgomery Capital Partners ("Montgomery"), on the one hand (collectively, the "ADEN Parties"), and Addison Adams, Erick Richardson, Nimish Patel, Kevin Friedmann, Marc Abdou, RP Capital LLC, and Richardson & Patel LLP (collectively, the "RP Parties") on the other hand, all of whom may hereafter be referred to as the "Parties."
