EXHIBIT 10.23 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement, entered into as of June 29, 2001, amended as of September 24, 2001, by and between ACCIDENT PREVENTION PLUS, INC., a Nevada corporation (the "Company"), And RICHARD J. GOODHART...Executive Employment Agreement • October 16th, 2001 • Accident Prevention Plus Inc • Services-computer programming services • New York
EXHIBIT 10.25 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement, entered into as of June 29, 2001, by and between ACCIDENT PREVENTION PLUS, INC., a Nevada corporation (the "Company"), And JEAN PAUL DAVEAU (the "Executive"). WHEREAS on January...Executive Employment Agreement • October 16th, 2001 • Accident Prevention Plus Inc • Services-computer programming services • New York
Exhibit 10.21 This Employment Agreement, entered into as of July 1, 2000 by and between ACCIDENT PREVENTION PLUS, 1NC., a Nevada corporation (the "Company"), and JULIUS J. VALENTE, JR. (the "Executive"). In consideration of the following mutual...Employment Agreement • August 21st, 2000 • Accident Prevention Plus Inc • Services-computer programming services • New York
DISTRIBUTOR AGREEMENT THIS AGREEMENT, made this twentieth day of August, 1998 by and between ACCIDENT PREVENTION PLUS, LLC whose primary address is 145 Oser Avenue, Suite 100, Hauppauge, New York, 11788, United States of America, (hereinafter referred...Distributor Agreement • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services • New York
Exhibit 10.5 ATA Foundation, Inc. CONSULTANT AGREEMENT This Agreement is made by and between the ATA Foundation, Inc., a nonprofit organization having offices at 2200 Mill Road, Alexandria, Virginia 22314 (hereinafter called tile "FOUNDATION"), and...Consultant Agreement • July 3rd, 2000 • Accident Prevention Plus Inc • Services-computer programming services
Article 1. Term of AgreementIndependent Contractor Agreement • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services • New York
Bristol Consulting LTD. P.O. Box 290767 Brooklyn, NY 11229 Phone: (718) 891-8101 Fax: (718) 891-0105 CONSULTING AGREEMENT dated as of the 30th day of July, 1998, between Bristol Consulting LTD, of P.O. Box 290767 Brooklyn, NY 11229, and Accident...Consulting Agreement • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services • New York
AGREEMENT AND PLAN OF REORGANIZATION THIS AGREEMENT AND PLAN OF REORGANIZATION ("Agreement") is entered into as of this 10/28/98 by and among Accident Prevention Plus, Inc. (Nevada Corp.), (referred to as "APP), with its offices and principal place of...Agreement and Plan of Reorganization • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services • New York
Exhibit 10.15 SETTLEMENT AGREEMENT SETTLEMENT AGREEMENT dated as of November 30, 1998 by and between International Purchasing Services, Inc., a corporation with a principal place of business at 145 Oser Avenue, Hauppauge, New York 11788 (hereinafter,...Settlement Agreement • August 2nd, 2000 • Accident Prevention Plus Inc • Services-computer programming services • New York
Royce Anderson & Monroe, Inc. 447 Northfield Ave. Suite 200 West Orange, N.J. 07012Consulting Agreement • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services • New York
ContractWarrant Agreement • October 15th, 2007 • Accident Prevention Plus Inc • Services-computer programming services
THIS WARRANT DOCUMENT REPLACES A WARRANT DOCUMENT BETWEEN JOHN L. COLEMAN AND S2 NEW YORK DESIGN CORP. THIS WARRANT WAS ASSUMED AND REISSUED BY S2 DESIGNS, INC. PURSUANT TO TERMS OF THE SECURITIES EXCHANGE AGREEMENT BETWEEN INCA DESIGNS, INC. AND INCA NEW YORK DESIGN CORP. DATED MAY 21, 2007, MAKING THE ORIGINAL INSTRUMENT NULL AND VOID. ALL TERMS CONTAINED HEREIN ARE THE SAME AS THE TERMS IN THE ORIGINAL INSTRUMENT WITH THE EXCEPTION THAT THE NAME OF THE COMPANY WAS CHANGED TO INCA DESIGNS, INC. AND ALL TERMS OUTLINED THEREIN NOW RELATE TO THE COMMON STOCK OF INCA DESIGNS, INC.
THIS SUBORDINATED CONVERTIBLE NOTE REPLACES A SUBORDINATED CONVERTIBLE NOTE BETWEEN ROBERT J. SMITH AND S2 NEW YORK DESIGN CORP. THIS NOTE WAS ASSUMED AND REISSUED BY INCA DESIGNS, INC. PURSUANT TO TERMS OF THE SECURITIES EXCHANGE AGREEMENT BETWEEN...Subordinated Convertible Note • October 15th, 2007 • Accident Prevention Plus Inc • Services-computer programming services • New York
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
MANUFACTURING AGREEMENT (MA) BETWEEN LOCKHEED MARTIN ELECTRONICS & MISSILES, OCALA OPERATIONS (OCALA) AND ACCIDENT PREVENTION PLUS, LLC. (APP)Manufacturing Agreement • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services • Florida
ContractSecurities Purchase Agreement • October 15th, 2007 • Accident Prevention Plus Inc • Services-computer programming services • Nevada
THIS SECURITIES PURCHASE AGREEMENT REPLACES A SECURITIES PURCHSE AGREEMENT BETWEEN _______________ AND S2 NEW YORK DESIGN CORP. MAKING THE ORIGINAL INSTRUMENT NULL AND VOID. ALL TERMS CONTAINED HEREIN ARE THE SAME AS THE TERMS IN THE ORIGINAL INSTRUMENT WITH THE EXCEPTION THAT THE NAME OF THE COMPANY WAS CHANGED TO INCA DESIGNS, INC. AND ALL TERMS OUTLINED THEREIN NOW RELATE TO THE COMMON STOCK OF INCA DESIGNS, INC.
AGREEMENT AND PLAN OF REORGANIZATION THIS AGREEMENT AND PLAN OF REORGANIZATION ("Agreement") is entered into as of this 10/28/98 by and among Accident Prevention Plus, Inc. (Nevada Corp.), (referred to as "APP), with its offices and principal place of...Merger Agreement • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services • New York
ContractConvertible Note • October 14th, 2010 • INCA Designs Inc • Women's, misses', and juniors outerwear • New York
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
EMPLOYMENT AGREEMENTEmployment Agreement • October 15th, 2007 • Accident Prevention Plus Inc • Services-computer programming services • New York
This EMPLOYMENT AGREEMENT (“Agreement”) dated as of May 21, 2007, between Stephanie Hirsch, an individual residing at 254 E. 68th St., Apt. 10A, New York, New York 10021 and INCA Designs, Inc., a New York corporation having a principal office at 53 West 36th Street, Suite 906, New York, New York 33172 (the “Corporation”).
Schlumberger Associate Program Agreement CONFIDENTIAL Rev 6/98.D SCLUMBERGER ASSOCIATE PROGRAM AGREEMENT This Associate Program Agreement including the exhibits and addendum attached hereto ("the Agreement") is made this 12th day of May, 1999 between...Associate Program Agreement • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 15th, 2007 • Accident Prevention Plus Inc • Services-computer programming services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of _________________, by and between INCA DESIGNS, INC., (the “Company”), and ______________________________ (the “Purchaser”).
ContractConvertible Note • July 2nd, 2008 • INCA Designs Inc • Services-computer programming services • New York
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • October 15th, 2007 • Accident Prevention Plus Inc • Services-computer programming services • Nevada
SECURITIES EXCHANGE AGREEMENT (“this Agreement”) dated as of May 21, 2007 by and between INCA DESIGNS, INC., a Nevada corporation (“INCA”), S2 New York Design Corp., a New York corporation (“S2 New York”), and the individuals whose names appear on the signature page hereof, each being a shareholder of S2 New York (the “Shareholders”).
ContractConvertible Note Agreement • October 15th, 2007 • Accident Prevention Plus Inc • Services-computer programming services • New York
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
DISTRIBUTOR AGREEMENT DATE:Distributor Agreement • May 25th, 2001 • Accident Prevention Plus Inc • Services-computer programming services • New York
RECITALS:Rescission Agreement • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services
RECITALSExchange Agreement • February 11th, 2000 • Accident Prevention Plus Inc • Services-computer programming services
SETTLEMENT AGREEMENT AND RELEASESettlement Agreement • October 16th, 2008 • INCA Designs Inc • Women's, misses', and juniors outerwear • New York
This Settlement Agreement and Release (hereafter, the “Agreement”) is made this 15th day of October 2008, by and between (1) Stephanie Hirsch (“Hirsch”), (2) Izzy Goldreich (“Goldreich”), (3) INCA Designs, Inc. (“INCA”), and (4) Stacy Josloff (“Josloff”). Hirsch, Goldreich, INCA, and Josloff are referred to from time to time collectively as the “Parties” and individually as a “Party.”
Royce Anderson & Monroe, Inc. 447 Northfield Ave. Suite 200 West Orange, N.J. 07012Consulting Agreement • June 3rd, 1999 • Accident Prevention Plus Inc • New York
EXHIBIT 10.22 RATIFICATION AND FORBEARANCE AGREEMENT -------------------------------------- RATIFICATION AND FORBEARANCE AGREEME ("Agreement") dated as of August 9, 2001, among HSBC BANK USA (formerly known as Marine Midland Bank), a bank organized...Ratification and Forbearance Agreement • August 21st, 2001 • Accident Prevention Plus Inc • Services-computer programming services • New York
