GS AGRIFUELS PLEDGE AGREEMENT PLEDGE AGREEMENT (this "Agreement"), dated as of October 25, 2006, by and between THE STILLWATER ASSET-BACKED FUND LP, a Delaware limited partnership ("Lender"), and GS AGRIFUELS CORPORATION, a Delaware corporation...Pledge Agreement • April 18th, 2007 • Greenshift Corp • Investors, nec • New York
EXHIBIT 10.a SHARE PURCHASE AGREEMENT THIS AGREEMENT is made as of the 18th day of October, 2006 AMONG: GREENSHIFT CORPORATION, a company formed pursuant to the laws of the State of Delaware and having an office for business located at One Penn Plaza,...Share Purchase Agreement • October 24th, 2006 • Greenshift Corp • Investors, nec • New Jersey
SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of June 26, 2007, by and among GREENSHIFT CORPORATION, a Delaware corporation (the "Company"), and the Buyers listed on Schedule I attached hereto...Securities Purchase Agreement • June 26th, 2007 • Greenshift Corp • Investors, nec • New Jersey
SECOND AMENDED AND RESTATED SECURITY AGREEMENT THIS SECOND AMENDED AND RESTATED SECURITY AGREEMENT (the "Agreement"), is effective as of February __, 2006, by and between GREENSHIFT CORPORATION, a Delaware corporation (the "Company"), and CORNELL...Security Agreement • February 7th, 2006 • Greenshift Corp • New Jersey
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT THIS AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of February 7, 2006, by and among GREENSHIFT CORPORATION, a Delaware corporation (the "Company"), and the Buyers...Securities Purchase Agreement • February 7th, 2006 • Greenshift Corp • New Jersey
RECITALS:Stock Pledge Agreement • October 24th, 2005 • Greenshift Corp • New Jersey
AMENDED AND RESTATED FORBEARANCE AGREEMENT THIS AMENDMED AND RESTATED FORBEARANCE AGREEMENT (the Agreement") is made this 11h day of January, 2008 between YA Global Investments, L.P. (formerly known as Cornell Capital Partners, L.P.) ("YA Global"),...Forbearance Agreement • January 31st, 2008 • Greenshift Corp • Investors, nec
AGREEMENT AND PLAN OF MERGERMerger Agreement • April 5th, 2007 • Greenshift Corp • Investors, nec • New York
BACKGROUNDLicense Agreement • August 12th, 2005 • Greenshift Corp
No. CCP-3 $1,475,000 GREENSHIFT CORPORATION (F/K/A GREENWORKS CORPORATION) Secured Convertible Debenture Due October 12, 2007 This Secured Convertible Debenture (the "Debenture") is issued by GREENSHIFT CORPORATION (F/K/A GREENWORKS CORPORATION), a...Debenture Agreement • October 24th, 2005 • Greenshift Corp
SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement"), dated as of October 25, 2006, between GREENSHIFT CORPORATION, a Delaware corporation ("Grantor"), and THE STILLWATER ASSET-BACKED FUND LP, a Delaware limited partnership ("Lender"). The Lender...Security Agreement • November 7th, 2006 • Greenshift Corp • Investors, nec • New York
STANDBY EQUITY DISTRIBUTION AGREEMENT THIS STANDBY EQUITY DISTRIBUTION AGREEMENT (the "Agreement") is entered into as of October 21, 2004 between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and TELCO-TECHNOLOGY,...Standby Equity Distribution Agreement • October 28th, 2004 • Telco Technology Inc • Blank checks • New Jersey
No. CCP-4 $3,849,631 GREENSHIFT CORPORATION Secured Convertible Debenture Due February 8_, 2008 This Secured Convertible Debenture (the "Debenture") is issued by GREENSHIFT CORPORATION, a Delaware corporation (the "Obligor"), to CORNELL CAPITAL...Debenture Agreement • February 3rd, 2006 • Greenshift Corp
RECITALS:Stock Pledge Agreement • February 7th, 2006 • Greenshift Corp • New Jersey
SECURITY AGREEMENT (in favor of YA Global Investments, L.P.)Security Agreement • August 10th, 2011 • Carbonics Capital Corp • Industrial organic chemicals • New Jersey
THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of August 17, 2010, by and among (i) CARBONICS CAPITAL CORPORATION (the “Company”) and (ii) each subsidiary and affiliate of the Company listed on Schedule 1 attached hereto (the “Subsidiaries,” and jointly, severally, and collectively with the Company, the “Grantors”) in favor of YA GLOBAL INVESTMENTS, L.P. (“the “Secured Party”).
SECURITY AGREEMENT (in favor of New EarthShell Corporation)Security Agreement • August 10th, 2011 • Carbonics Capital Corp • Industrial organic chemicals • New Jersey
THIS SECURITY AGREEMENT (the “Agreement”) is entered into as of August 17, 2010, by and among (i) Carbonics Capital Corporation, a Delaware corporation (“Carbonics” or the “Issuer”), (ii) Westport Energy Acquisition Inc., a Delaware corporation (“Acquisition Sub”), (iii) Westport Energy, LLC, a Delaware limited liability company (“Westport”; and together with Carbonics and Acquisition Sub, collectively, the “Companies”), and (iv) any subsidiary and affiliate of the Companies listed on Schedule 1 attached hereto either now or joined in the future (the “Subsidiaries”; and jointly, severally, and collectively with the Companies, the “Grantors”) in favor of New EarthShell Corporation, a Delaware corporation (the “Secured Party”).
GUARANTY AGREEMENT (in favor of New EarthShell Corporation)Guaranty Agreement • August 10th, 2011 • Carbonics Capital Corp • Industrial organic chemicals • New Jersey
This GUARANTY AGREEMENT dated as of August 17, 2010 (the “Guaranty”), is given by (i) Westport Energy Acquisition, Inc., a Delaware corporation (“Acquisition Sub”), (ii) Westport Energy, LLC, a Delaware limited liability company (“Westport” and together with Acquisition Sub, collectively, the “Companies”), and (iii) each subsidiary and affiliate of the Companies now listed on Schedule 1 attached hereto or hereinafter joined to this Guaranty (the “Subsidiaries,” collectively with the Companies, the “Guarantors”) in favor of New EarthShell Corporation (the “Secured Party”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Security Agreement (as defined below).
PLEDGE AND ESCROW AGREEMENT (in favor of New EarthShell Corporation)Pledge and Escrow Agreement • August 10th, 2011 • Carbonics Capital Corp • Industrial organic chemicals • New Jersey
PLEDGE AND ESCROW AGREEMENT (the “Agreement”) dated as of August 17, 2010, by 4 Sea-Sons LLC a Delaware limited liability company (the “Preferred Shareholder”), Westport Energy Acquisition Inc., a Delaware corporation (the “Acquisition Sub”), Carbonics Capital Corporation, a Delaware corporation (the “Parent”) and each subsidiary, direct and indirect, of the Parent or Acquisition Sub listed on Schedule I attached hereto or joined to this agreement in the future (the “Subsidiary Pledgors,” collectively with the Preferred Shareholder, Parent and Acquisition Sub, the “Pledgors”) in favor of New EarthShell Corporation (the “Pledgee”).
ROYALTY AGREEMENTRoyalty Agreement • May 20th, 2015 • Westport Energy Holdings Inc. • Industrial organic chemicals • New Jersey
THIS ROYALTY AGREEMENT (this “Royalty Agreement”), made and entered into as of February 5, 2014 (the “Execution Date”), is by and between WESTPORT ENERGY LLC, a Delaware limited liability company (the “Westport”) and YA GLOBAL INVESTMENTS, L.P. (the “Holder”). Collectively, Westport and the Holder are referred to as the “Parties.”
Dated: February 7, 2006 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...Debenture Agreement • February 7th, 2006 • Greenshift Corp
SHARE PURCHASE AND SALE AGREEMENT THIS AGREEMENT is made as of the 1st day of April, 2005 AMONG: GREENWORKS CORPORATION, a company formed pursuant to the laws of the State of Delaware and having an office for business located at 111 Howard Street,...Share Purchase and Sale Agreement • April 15th, 2005 • Greenworks Corp • New Jersey
LLC MEMBERSHIP INTEREST PURCHASE AGREEMENT AMONG NEW EARTHSHELL CORPORATION, AS SELLER, WESTPORT ENERGY, LLC, WESTPORT ENERGY ACQUISITION, INC., AS BUYER, AND CARBONICS CAPITAL CORPORATIONLLC Membership Interest Purchase Agreement • August 10th, 2011 • Carbonics Capital Corp • Industrial organic chemicals • New York
This LLC MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of this 17th day of August, 2010 is entered into by and among WESTPORT ENERGY ACQUISITION, INC., a Delaware corporation with a principal address at One Penn Plaza, Suite 1612, New York, NY 10119 (“Buyer”), CARBONICS CAPITAL CORPORATION, a Delaware corporation with a principal address at One Penn Plaza, Suite 1612, New York, NY 10119 and the sole shareholder of Buyer (“Carbonics”), NEW EARTHSHELL CORPORATION, a Delaware corporation with a principal address at 101 Hudson Street, Suite 3700, Jersey City, NJ 07302 (“Seller”), and WESTPORT ENERGY, LLC, a Delaware limited liability company with a principal address at 101 Hudson Street, Suite 3700, Jersey City, NJ 07302 (“Westport”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 10th, 2011 • Carbonics Capital Corp • Industrial organic chemicals • New Jersey
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 17, 2010, by and among CARBONICS CAPITAL CORPORATION, a Delaware corporation (the “Company”), YA Global Investments, L.P. (the “Buyer” or collectively “Buyers”).
ContractDebenture Purchase Agreement • May 18th, 2015 • Westport Energy Holdings Inc. • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated December 17, 2013 is entered into by and between WESTPORT ENERGY HOLDINGS INC., a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
ContractDebenture Purchase Agreement • May 18th, 2015 • Westport Energy Holdings Inc. • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated April 24, 2013 is entered into by and between WESTPORT ENERGY HOLDINGS INC., a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
ContractSecurities Purchase Agreement • June 2nd, 2011 • Carbonics Capital Corp • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated May 26, 2011 is entered into by and between CARBONICS CAPITAL CORPORATION, a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
AMENDMENT #1 TO STANDBY EQUITY DISTRIBUTION AGREEMENT THIS AMENDMENT AGREEMENT is entered into as of December 23, 2004 between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and TELCO-TECHNOLOGY, INC., a corporation...Standby Equity Distribution Agreement • January 7th, 2005 • Greenworks Corp • Blank checks • New Jersey
ContractDebenture Purchase Agreement • August 20th, 2012 • Carbonics Capital Corp • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated August 13, 2012 is entered into by and between CARBONICS CAPITAL CORPORATION, a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
ContractDebenture Purchase Agreement • March 1st, 2013 • Westport Energy Holdings Inc. • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated February 12, 2013 is entered into by and between WESTPORT ENERGY HOLDINGS INC., a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
ContractDebenture Purchase Agreement • January 29th, 2013 • Westport Energy Holdings Inc. • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated January 15, 2013 is entered into by and between WESTPORT ENERGY HOLDINGS INC., a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
ContractDebenture Purchase Agreement • November 21st, 2012 • Carbonics Capital Corp • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated October 1, 2012 is entered into by and between CARBONICS CAPITAL CORPORATION, a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
ContractDebenture Purchase Agreement • May 18th, 2015 • Westport Energy Holdings Inc. • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated March 21, 2013 is entered into by and between WESTPORT ENERGY HOLDINGS INC., a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
ContractDebenture Purchase Agreement • September 4th, 2012 • Carbonics Capital Corp • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated August 29, 2012 is entered into by and between CARBONICS CAPITAL CORPORATION, a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
Extension Agreement Reference is hereby made to the Financial and Management Consulting Agreement dated as of January 1, 1999 by and between Donalson Capital Corporation and Telco- Technology, Inc. (the "Agreement"). Notwithstanding anything to the...Extension Agreement • March 21st, 2003 • Telco Technology Inc • Blank checks
Reference is hereby made to the Financial and Management Consulting Agreement dated as of January 1, 1999 by and between Donalson Capital Corporation and Telco- Technology, Inc. (the "Agreement").
ContractDebenture Purchase Agreement • May 18th, 2015 • Westport Energy Holdings Inc. • Industrial organic chemicals
THIS AGREEMENT (this “Agreement”), dated August 19, 2013 is entered into by and between WESTPORT ENERGY HOLDINGS INC., a Delaware corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (the “Investor”).
