Genesis Capital Corp of Nevada Sample Contracts

RECITALS:
Management Agreement • January 17th, 2006 • Genesis Capital Corp of Nevada • Real estate • Nevada
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AGREEMENT
Agreement • January 15th, 2002 • Genesis Capital Corp of Nevada • Non-operating establishments • Connecticut
Exhibit 2.2 SHARE EXCHANGE AGREEMENT AND PLAN OF REORGANIZATION
Share Exchange Agreement • November 14th, 2001 • Genesis Capital Corp of Nevada • Non-operating establishments • Nevada
PREMISES
Consulting Agreement • October 26th, 1999 • Genesis Capital Corp of Nevada • Texas
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 4th, 2010 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation • New York

Milwaukee Iron Arena Football, Inc., a corporation organized under the laws of Nevada, with its principal offices at 259 South Street, Waukesha, IL 53186 (hereinafter referred to as the “Company”),

RECITALS
Security Agreement • October 26th, 1999 • Genesis Capital Corp of Nevada • Utah
INVESTMENT AGREEMENT
Investment Agreement • June 4th, 2010 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation • New York

WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, the Investor shall invest up to fifteen million dollars ($15,000,000) to purchase the Company's Common Stock, at no par value per share (the "Common Stock"); and

Recitals
Debt Settlement Agreement • October 26th, 1999 • Genesis Capital Corp of Nevada • Utah
BETWEEN
Stock Acquisition Agreement • November 14th, 2001 • Genesis Capital Corp of Nevada • Non-operating establishments • Utah
Exhibit 10.8a AMENDMENT TO ESCROW AGREEMENT This Amended Escrow Agreement dated February 5, 2002, amends the Escrow Agreement made on December 13, 2001, by and among Genesis Capital Corporation of Nevada, a Nevada corporation ("Company"), Equity...
Escrow Agreement • February 22nd, 2002 • Genesis Capital Corp of Nevada • Non-operating establishments

This Amended Escrow Agreement dated February 5, 2002, amends the Escrow Agreement made on December 13, 2001, by and among Genesis Capital Corporation of Nevada, a Nevada corporation ("Company"), Equity Planners LLC, Sea Lion Investors LLC, and Myrtle Holdings LLC, all of which are Colorado limited liability companies ("Purchasers"), and Sroya Holdings Company, Inc., a New York corporation having a principal place of business at 1750 East 18th Street, Brooklyn, New York 11229 ("Escrow Agent"), as follows:

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of September 11, 2014, by and between MILWAUKEE IRON ARENA FOOTBALL, INC., a Nevada corporation (the “Company”), and __________________________ (“Purchaser”),

AGREEMENT AND PLAN OF MERGER
Merger Agreement • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation • Nevada

This Agreement and Plan of Merger, dated as of August 20, 2014, is entered into by and among MILWAUKEE IRON ARENA FOOTBALL, INC., a Nevada corporation (“MWKI”), MWKI ACQUISITION, INC., an Illinois corporation and the wholly-owned subsidiary of MWKI (“Merger Sub”), and EV CHARGING USA, CORP., an Illinois corporation (the “Company”).

THIRD AMENDMENT OF AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation

This Amendment of Agreement and Plan of Merger, dated as of October 23, 2014, is entered into by and among EV CHARGING USA, INC., a Nevada corporation (formerly “MILWAUKEE IRON ARENA FOOTBALL, INC.”) (“EV”), MWKI ACQUISITION, INC., an Illinois corporation and the wholly-owned subsidiary of EV (“Merger Sub”), and EV CHARGING USA, CORP., an Illinois corporation (the “Company”).

Shareholder Loan Agreement
Shareholder Loan Agreement • March 6th, 2015 • EV Charging USA, INC • Services-miscellaneous amusement & recreation • Illinois
AMENDMENT OF AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation

This Amendment of Agreement and Plan of Merger, dated as of August 28, 2014, is entered into by and among MILWAUKEE IRON ARENA FOOTBALL, INC., a Nevada corporation (“MWKI”), MWKI ACQUISITION, INC., an Illinois corporation and the wholly-owned subsidiary of MWKI (“Merger Sub”), and EV CHARGING USA, CORP., an Illinois corporation (the “Company”).

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SHARE PURCHASE AGREEMENT
Share Purchase Agreement • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation • Florida

THIS SHARE PURCHASE AGREEMENT (the “Agreement”), dated as of September 11, 2014, is entered into by and between MILWAUKEE IRON ARENA FOOTBALL, INC., a Nevada corporation (the “Company”), and ________________________________ (“Purchaser”).

AGREEMENT
Convertible Promissory Note Extension Agreement • January 20th, 2015 • EV Charging USA, INC • Services-miscellaneous amusement & recreation • Florida

THIS AGREEMENT, dated as of January 15, 2015, by and between EV CHARGING USA, INC., a Nevada corporation (the “Corporation”), and RICHARD S. ASTROM (“Astrom”),

EXCHANGE AGREEMENT
Exchange Agreement • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation • Florida

THIS EXCHANGE AGREEMENT, dated as of October 27, 2014, by and between EV CHARGING USA, INC., a Nevada corporation (the “Corporation”), and RICHARD S. ASTROM (“Astrom”),

UNWIND AGREEMENT
Unwind Agreement • December 1st, 2010 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation • Florida

THIS UNWIND AGREEMENT (the “Agreement”) effective this 29th day of October, 2010 by and between Milwaukee Iron Arena Football, Inc., a Nevada corporation (“Iron”), Milwaukee Iron Arena Football Club, Inc. (“Iron Sub”), Andrew Vallozzi III, Richard Astrom and all of the individuals set forth on Schedule A to this Agreement (the “Members”) and Bradley David LaCombe, Gary Miller, Michael Carpenter, Michael Whitely and Todd D. Hansen, jointly and severally as guarantors (the “Guarantors”).

Contract
Merger Agreement • August 11th, 2009 • Genesis Capital Corp of Nevada • Real estate • Nevada

THE SECURITIES TO WHICH THIS AGREEMENT AND PLAN OF MERGER RELATES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND WILL BE ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

Shareholder Loan Agreement
Shareholder Loan Agreement • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation • Illinois
PLEDGE AGREEMENT
Pledge Agreement • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation • Florida

THIS PLEDGE AGREEMENT, dated October 27, 2014, by and between EV CHARGING USA, INC., a Nevada corporation (the “Pledgor”), and RICHARD S. ASTROM (the “Secured Party”), pursuant to the provisions of that certain Promissory Note in the principal amount of $400,000.00, of even date herewith (as the same may be amended, supplemented, waived or otherwise modified from time to time, the “Promissory Note”), made by the Pledgor in favor of the Secured Party,

REFERRAL AGREEMENT (For Individuals)
Referral Agreement • April 27th, 2015 • EV Charging USA, INC • Services-miscellaneous amusement & recreation • California

This Referral Agreement ("Agreement") is made and entered into this 10th day of March, 2015 ("Effective Date"), by and between ChargePoint, Inc., a Delaware corporation ("ChargePoint"), and EV Charging USA, Inc., an individual having an address at 180 N LaSalle Street, Suite 3700, Chicago IL 60601 ("Source"). The parties hereby agree as follows:

SECOND AMENDMENT OF AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation

This Second Amendment of Agreement and Plan of Merger, dated as of October 2, 2014, is entered into by and among MILWAUKEE IRON ARENA FOOTBALL, INC., a Nevada corporation (“MWKI”), MWKI ACQUISITION, INC., an Illinois corporation and the wholly-owned subsidiary of MWKI (“Merger Sub”), and EV CHARGING USA, CORP., an Illinois corporation (the “Company”).

AMENDMENT AGREEMENT
Amendment Agreement • October 29th, 2014 • Milwaukee Iron Arena Football, Inc • Services-miscellaneous amusement & recreation

THIS AMENDMENT AGREEMENT, dated as of October 3, 2014, by and between MILWAUKEE IRON ARENA FOOTBALL, INC., a Nevada corporation (“MWKI”), on the one hand, and AMERICAN CAPITAL CORP., DIXIE ASSETS MANAGEMENT, INC., PHARO TESORO LLC and STRUCTURED ACQUISITION CORP., severally (collectively the “Purchasers” and each of them a “Purchaser”) on the other hand,

AGREEMENT AND PLAN OF MERGER BY AND AMONG GENESIS CAPITAL CORPORATION OF NEVADA, GENESIS CAPITAL ACQUISITION CORP., LYFETEC, INC., THE SHAREHOLDERS OF GENESIS CAPITAL CORPORATION OF NEVADA, MACADA HOLDING, INC., AND THE SHAREHOLDERS OF MACADA...
Merger Agreement • October 5th, 2009 • Genesis Capital Corp of Nevada • Real estate • Nevada

This Agreement and Plan Of Merger is made effective as of the __ of , 2009 by and among Genesis Capital Corporation of Nevada, a Nevada Corporation (“Genesis”), Genesis Capital Acquisition Corp., a wholly-owned subsidiary of Genesis (“Genesis Sub”), Lyfetec, Inc., a Nevada corporation (“Lyfetec”), the undersigned preferred shareholders of Genesis as listed on Schedule 1 attached hereto (“Genesis Preferred Shareholders”), Macada Holding, Inc., the sole shareholder of Lyfetec (“Macada” or “Lyfetec Shareholders”) and the undersigned shareholders of Macada as listed on Schedule 2 attached hereto (“Macada Shareholders”)

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