RUBICON FINANCIAL INCORPORATED INDEMNITY AGREEMENTIndemnification Agreement • June 25th, 2014 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • Nevada
This Indemnity Agreement (this “Agreement”), dated as of June 23, 2014, is made by and between Rubicon Financial Incorporated, a Nevada corporation (the “Company”), and Richard Onesto, a director and/or officer of the Company (the “Indemnitee”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • July 5th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • California
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is entered into effective as of June 28, 2007 by and among Rubicon Financial, Inc. a Delaware corporation (the “Company”), RFI Sub, Inc., a California corporation (the “Merger Sub”), and Grant Bettingen, Inc., a California corporation (the “Target”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 31st, 2008 • Rubicon Financial Inc • Finance services • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 27th day of March, 2008, by and between Rubicon Financial Incorporated, a Delaware corporation (“Rubicon”), and Terence Davis (“Davis”).
AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • March 21st, 2008 • Rubicon Financial Inc • Finance services
THIS AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER (“Amendment No. 3”) is made and entered into effective the 18th day of March, 2008, by and among Rubicon Financial Incorporated, a Delaware corporation (the “Company”), RFI Sub, Inc., a California corporation and wholly-owned subsidiary of the Company (“Merger Sub”), and Grant Bettingen, Inc., a California corporation (“Target”).
ESCROW AGREEMENTEscrow Agreement • November 15th, 2010 • Rubicon Financial Inc • Finance services • Nevada
This ESCROW AGREEMENT, dated as of September 30, 2010 (“Agreement”), is made and entered into by and among Rubicon Financial Incorporated, a Delaware corporation (“Rubicon”), Todd Torneo, an individual (“Torneo”), and DeMint Law, PLLC, a Nevada professional limited liability company (the “Escrow Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 15th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • California
(“Rubicon Mortgage”) “EBITDA” (as defined below) at a rate of one (1) Option share for every $2.00 of EBITDA earned by Rubicon Mortgage. (For example, if Rubicon Mortgage has an EBITDA of $200,000 for the fiscal year ended December 31, 2007, 100,000 Options shall vest and be immediately exercisable by the Optionee. The remaining 100,000 Options shall be subject to vesting over the remaining two (2) year period.)
ContractConvertible Term Note • April 15th, 2010 • Rubicon Financial Inc • Finance services • California
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. 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 AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO RUBICON FINANCIAL INCORPORATED THAT SUCH REGISTRATION IS NOT REQUIRED.
STOCK CANCELLATION AGREEMENTStock Cancellation Agreement • August 6th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • California
This Stock Cancellation Agreement (the “Agreement”) is made and entered into as of this 31st day of July, 2007, by and among Rubicon Financial Incorporated, a Delaware corporation, (hereinafter referred to as “Rubicon”), Timothy McDermott, an individual, (hereinafter referred to as “McDermott”), and Dial-A-Cup Inc., a Nevada corporation, (hereinafter referred to as “DAC”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 23rd, 2007 • Rubicon Financial Inc • Household appliances • California
EMPLOYMENT AGREEMENTEmployment Agreement • May 14th, 2008 • Rubicon Financial Inc • Finance services • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 13th day of March, 2008, by and between Rubicon Real Estate and Mortgages, Inc., a California corporation (“RREM”), and Craig Triance (“Triance”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 17th, 2007 • Rubicon Financial Inc • Household appliances • California
AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENTShare Purchase Agreement • March 21st, 2008 • Rubicon Financial Inc • Finance services
This AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENT (“Amendment No. 1”) is made and entered into effective this 18th day of March, 2008 by and between Rubicon Financial Incorporated, a Delaware corporation (“Rubicon”) and Grant Bettingen, Inc., a California corporation (“GBI”) (all parties may be collectively referred to as “Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 23rd, 2007 • Rubicon Financial Inc • Household appliances • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of February, 2007, by and between Rubicon Financial Incorporated, a Delaware corporation (“Rubicon”), and Michael Sederoff (“Sederoff”).
SUBSIDIARY PURCHASE AGREEMENTSubsidiary Purchase Agreement • November 15th, 2010 • Rubicon Financial Inc • Finance services • California
This SUBSIDIARY PURCHASE AGREEMENT (the “Agreement”) is made and entered into effective as of September 30, 2010 (the “Effective Date”) by and among Todd Torneo, an individual (“Torneo”), Rubicon Financial Incorporated, a Delaware corporation (“RBCF”), Rubicon Financial Insurance Services, Inc., a California corporation and wholly-owned subsidiary of RBCF (“Rubicon Insurance” or the “Subsidiary”).
CONSULTING AGREEMENTConsulting Agreement • September 14th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies
This Consulting Agreement (this "Agreement") is made and entered into as of September 11, 2007 by and between Rubicon Financial Incorporated, a Delaware corporation (hereinafter referred to as the "Company") and Kathleen M. McPherson (hereinafter referred to as the “Consultant”) (collectively, the “Parties”).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • September 14th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • California
This SHARE PURCHASE AGREEMENT (“Agreement”), dated as of September 7, 2007, is entered into by and between Rubicon Financial Incorporated, a Delaware corporation (“Rubicon”) and Grant Bettingen, Inc., a California corporation (“GBI”) (all parties may be collectively referred to as “Parties”).
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 24th, 2008 • Rubicon Financial Inc • Finance services
THIS AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER (“Amendment No. 2”) is made and entered into effective the 23rd day of January, 2008, by and among Rubicon Financial Incorporated, a Delaware corporation (the “Company”), RFI Sub, Inc., a California corporation and wholly-owned subsidiary of the Company (“Merger Sub”), and Grant Bettingen, Inc., a California corporation (“Target”).
STOCK REPURCHASE AND SETTLEMENT AGREEMENTStock Purchase and Settlement Agreement • June 6th, 2008 • Rubicon Financial Inc • Finance services • California
THIS STOCK PURCHASE AND SETTLEMENT AGREEMENT (“Agreement”), dated as of June 2, 2008 is by and among RUBICON FINANCIAL, INC., a Delaware corporation (“Rubicon”), AIS FINANCIAL, INC., a Florida corporation (“AIS”) and Marc Riviello (“Riviello”). Riviello and Rubicon shall sometimes be referred to individually as the “Party” and collectively as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 2007 • Rubicon Financial Inc • Finance services • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 4th day of September, 2007, by and between Rubicon Financial Incorporated, a Delaware corporation (“Rubicon”), and Tom Collier (“Collier”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2007 • Rubicon Financial Inc • Household appliances • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of March, 2007, by and between Rubicon Financial Incorporated, a Delaware corporation (“Rubicon”), and Thomas Jandt (“Jandt”).
SECURITY AGREEMENT - PLEDGESecurity Agreement • December 14th, 2012 • Rubicon Financial Inc • Security brokers, dealers & flotation companies
THIS SECURITY AGREEMENT - PLEDGE (this "Agreement") dated November 30, 2012 is executed by RUBICON FINANCIAL, INCORPORATED, a Nevada corporation whose address is 18870 MacArthur Boulevard, First Floor, Irvine, CA 92612 ("Debtor") and GORDON and ADELE BINDER, COMMUNITY PROPERTY, whose address is 225 S. Lake Avenue, Suite 300, Pasadena, CA 91101 (“Secured Party”).
STOCK PURCHASE AND INVESTMENT AGREEMENTStock Purchase Agreement • December 5th, 2007 • Rubicon Financial Inc • Finance services • California
THIS AGREEMENT is made and entered into this 29th day of November, 2007, by and between Rubicon Financial Incorporated, a Delaware corporation (the “Company”) and American International Industries, Inc., a Nevada corporation (the “Purchaser”);
AGREEMENT AND PLAN OF MERGER AND REINCORPORATIONMerger Agreement • September 21st, 2011 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • Nevada
This Agreement and Plan of Merger and Reincorporation (the “Agreement”) is entered into as of this 22nd day of August, 2011 by and between Rubicon Financial Incorporated, a Delaware corporation (“RBCF”), and Rubicon Financial Incorporated, a Nevada corporation (“Rubicon-Nevada”).
AGREEMENT OF MERGERMerger Agreement • June 6th, 2008 • Rubicon Financial Inc • Finance services
This Agreement of Merger is entered into between Grant Bettingen, Inc., a California corporation (herein “Surviving Corporation”) and RFI Sub, Inc., a California corporation (herein “Merging Corporation”) as of the 2nd day of June, 2008.
EMPLOYMENT AGREEMENTEmployment Agreement • June 6th, 2008 • Rubicon Financial Inc • Finance services • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 2nd day of June, 2008, by and between Grant Bettingen, Inc., a California corporation (“GBI”) (and a wholly owned subsidiary of Rubicon Financial, Inc., a Delaware corporation (“Rubicon”)), and Grant Bettingen (“Bettingen”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 14th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies
THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (“Amendment No. 1”) is made and entered into effective the 7th day of September, 2007, by and among Rubicon Financial Incorporated, a Delaware corporation (the “Company”), RFI Sub, Inc., a California corporation and wholly-owned subsidiary of the Company (“Merger Sub”), and Grant Bettingen, Inc., a California corporation (“Target”).
ACQUISITION AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 13, 2005 BETWEEN ISSG, INC. AND RUB INVESTMENTS LIMITEDAcquisition Agreement • May 17th, 2005 • Rub Investments LTD • Blank checks • Nevada
This Agreement and Plan of Merger (this "Agreement"), dated as of May 13, 2005, is between ISSG, INC., a Delaware corporation ("ISSG"), and RUB INVESTMENTS LIMITED, a Nevada corporation ("RIL").
ContractConvertible Term Note • September 9th, 2015 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • Nevada
THIS NOTE AND THE SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE 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 AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO RUBICON FINANCIAL INCORPORATED THAT SUCH REGISTRATION IS NOT REQUIRED.
PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • April 14th, 2014 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • Nevada
THIS PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”), dated as the 23rd day of February, 2013, is entered into by and between RUBICON FINANCIAL INCORPORATED, a Nevada corporation, with headquarters located at 18872 MacArthur Boulevard, First Floor, Irvine, California 92612 (the “Company”), and Kathleen McPherson (the “Buyer”).
TERMINATION AGREEMENTTermination Agreement • July 20th, 2006 • Issg, Inc. • Household appliances • California
This TERMINATION AGREEMENT, dated as of July 17, 2006 (this “Agreement”), is entered into by and among ISSG, Inc., a Delaware corporation (“Company”), ISSG Sub, Inc., a Florida corporation (“Merger Sub”) and Advantage Investment Strategies, Inc. (f/k/a Private Asset Advisors), a Florida corporation (the “Target”). Company, Merger Sub and the Target are separately referred to herein as a “Party,” and collectively referred to herein as the “Parties.”
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 19th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • California
THIS STOCK PURCHASE AGREEMENT (Agreement), dated as of June 15, 2007 is by and among RUBICON FINANCIAL, INC., a Delaware corporation ("PURCHASER"), AIS FINANCIAL, INC. (AIS), a Florida corporation and Marc Riviello (“SELLER”). PURCHASER and SELLER shall sometimes be referred to individually as the “Party” and collectively as the “Parties.”
SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN RUBICON FINANCIAL INCORPORATED AND DIAL-A-CUP INC. DATED AS OF JULY 31, 2007Separation and Distribution Agreement • August 6th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • California
THIS SEPARATION AND DISTRIBUTION AGREEMENT (including all exhibits and schedules hereto, the “Agreement”), dated as of July 31, 2007, is by and between Rubicon Financial Incorporated, a Delaware corporation (“Rubicon”) and Dial-A-Cup Inc., a Nevada corporation and wholly owned subsidiary of Rubicon (“DAC”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article 1 hereof.
RUBICON FINANCIAL, INCORPORATED TERM NOTETerm Note • December 14th, 2012 • Rubicon Financial Inc • Security brokers, dealers & flotation companies
Borrower also promises to pay interest due hereunder on the last day of each month during the term of this Note; provided that any principal amount not paid when due and, to the extent permitted by applicable law, any interest not paid when due, in each case whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (both before as well as after judgment), shall bear interest payable upon demand at a rate of 2.0% per annum in excess of the rate of interest otherwise payable under this Note. All computations of interest shall be made by Lender on the basis of a 365 day year, for the actual number of days elapsed in the relevant period (including the first day but excluding the last day). In no event shall the interest rate payable on this Note exceed the maximum rate of interest permitted to be charged under applicable law. Capitalized terms used but not defined herein shall have the meanings assigned thereto in either Security Agreement or this N
NON-EMPLOYEE INTERIM CHIEF OPERATING OFFICER ENGAGEMENT AGREEMENTNon-Employee Interim Chief Operating Officer Agreement • March 4th, 2009 • Rubicon Financial Inc • Finance services • California
This Non-employee Interim Chief Operating Officer Agreement (“Agreement”) is entered into as of the 5th day of February, 2009 (the “Effective Date”) by and between Rubicon Financial Incorporated, a Delaware corporation (the “Company”), and Bootstrap Real Estate Investments, LLC, a California Limited Liability Company (“Management Company”).
