Exhibit 10.1 EMPLOYMENT AGREEMENT -------------------- THIS EMPLOYMENT AGREEMENT (the "Agreement"), dated as of September 6, 2006, is entered into between Xtreme Companies, Inc., a Nevada corporation (the "Company" or Xtreme"), and Jack Clark (the...Employment Agreement • September 12th, 2006 • Xtreme Companies Inc • Ship & boat building & repairing • Missouri
Exhibit 10.7 EMPLOYMENT AGREEMENT -------------------- THIS EMPLOYMENT AGREEMENT (the "Agreement"), dated as of January _1_, 2007, is entered into between Challenger Powerboats, Inc., a Nevada corporation (the "Company" or "Xtreme"), and Mark Overbye...Employment Agreement • February 8th, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Missouri
Exhibit 4.35 REGISTRATION RIGHTS AGREEMENT ----------------------------- REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 24, 2005, by and between Xtreme Companies, Incorporated, a company organized under the laws of State of...Registration Rights Agreement • August 24th, 2005 • Xtreme Companies Inc • Ship & boat building & repairing • Massachusetts
Exhibit 10.6 SECURITY AGREEMENT ------------------ THIS SECURITY AGREEMENT, is made as of the 29th day of January, 2007, by IMAR Group, LLC and Challenger Powerboats, Inc., a Nevada corporation (collectively, the "Borrower"), on one hand, and Mark...Security Agreement • February 8th, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing
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 UNDER THE...Challenger Powerboats, Inc. • February 8th, 2007 • Ship & boat building & repairing
THIS COMMON STOCK PURCHASE WARRANT (the "Warrant")CERTIFIES that, for value ------------- received, MARK OVERBYE (the "Holder"),is entitled, upon the terms and subject to ------------ the limitations on exercise and the conditions hereinafter set...Challenger Powerboats, Inc. • February 8th, 2007 • Ship & boat building & repairing
EXHIBIT 10.4 Xtreme Companies, Inc. ---------------------- ____________________ This offering consists of up to $50,000 of the Company's Convertible Debentures convertible into the Company's Common Stock. SUBSCRIPTION AGREEMENT SUBSCRIPTION PROCEDURES...Subscription Agreement • April 14th, 2004 • Xtreme Companies Inc • Ship & boat building & repairing • Massachusetts
AGREEMENT ---------Agreement of Purchase and Sale • February 8th, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing • North Dakota
SALES AGREEMENT July 1, 2004 Barb Weir St. Louis, MO Dear Barb, The following are the terms and conditions: (1) 1998 FRJ-1250 Fire Rescue Jet Mercury Marine Model 175 HP V6 SportJet with Approximately 105 hours. BOAT IS SOLD AS IS CONDITION DELIVERY...Sales Agreement • November 23rd, 2004 • Xtreme Companies Inc • Ship & boat building & repairing
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 18, 2004, by and between Xtreme Companies, Inc., a company organized under the laws of state of Nevada, with its principal executive...Registration Rights Agreement • May 24th, 2004 • Xtreme Companies Inc • Ship & boat building & repairing • Massachusetts
Exhibit 10.26 BUSINESS SERVICES AGREEMENT THIS AGREEMENT ("AGREEMENT") DATED MARCH 1, 2005 IS BY AND BETWEEN XTREME COMPANIES, INC., A NEVADA CORPORATION (THE "COMPANY" ) AND DUTCHESS ADVISORS, LLC A CONNECTICUT LLC LOCATED AT 312 STUART ST., 3RD...Agreement • May 16th, 2005 • Xtreme Companies Inc • Ship & boat building & repairing
LICENSE AGREEMENT This Agreement, entered into as of June 2, 2004, is made between Albert Mardikian ("Licensor") and Xtreme Companies, Inc., a Nevada corporation ("Licensee"). In consideration of the mutual covenants contained in this Agreement, the...License Agreement • August 25th, 2004 • Xtreme Companies Inc • Ship & boat building & repairing • California
Exhibit 10.11 CONSULTING AGREEMENT This Consulting Agreement (the "Consulting Agreement") made as of October 28, 2003, by and between Lane Longhurst("Consultant") and Xtreme Companies, Inc. located at 11782 Western Ave, Unit 18, Stanton, California...Consulting Agreement • April 14th, 2004 • Xtreme Companies Inc • Ship & boat building & repairing • California
FACE AMOUNT $446,400 PRICE $372,000 DEBENTURE NUMBER September - 2006-103 ISSUANCE DATE September 26, 2006 MATURITY DATE September 26, 2011Debenture Agreement • November 14th, 2006 • Xtreme Companies Inc • Ship & boat building & repairing • Massachusetts
Exhibit 10.1 MARKETING AND DISTRIBUTION AGREEMENT THIS MARKETING AND DISTRIBUTION AGREEMENT ("Agreement") is entered into effective as of this 1st day of March, 2005, supercedes any and all other agreements whether in writing or orally communicated,...Marketing and Distribution Agreement • March 4th, 2005 • Xtreme Companies Inc • Ship & boat building & repairing • Missouri
EXHIBIT 10.9 PROMISSORY NOTE --------------- Date: January _29_, 2007 -- Note Amount: $670,000 PROMISE TO PAY: Challenger Powerboats, Inc., ("Borrower"), 300 Westlink ---------------- Drive, Washington, Missouri, promises to pay to the order of Mark...Challenger Powerboats, Inc. • February 8th, 2007 • Ship & boat building & repairing
EXHIBIT 10.8 RENTAL AGREEMENT THIS RENTAL AGREEMENT is executed at Garden Grove California this 5th day of November, 2003, by and between CORNING GARDEN GROVE L.L.C. and Xtreme Companies, Inc. (hereinafter referred to as "Tenant") .. 1. DESCRIPTION OF...Rental Agreement • April 14th, 2004 • Xtreme Companies Inc • Ship & boat building & repairing
Exhibit 10.2 SALE CONTRACT -------------- THIS AGREEMENT ("Agreement") made and entered into as of this 28th day of February 2005 by and between MARINE HOLDINGS, INC., (hereinafter referred to as "Purchaser") and RONALD DIBARTOLO AND GAILYNN...Sale Contract • March 6th, 2006 • Xtreme Companies Inc • Ship & boat building & repairing
Exhibit 10.21 INVESTMENT AGREEMENT INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of August 24, 2005 by and between XTREME COMPANIES, INCORPORATED, a Nevada corporation (the "COMPANY"), and Preston Capital Partners, a Delaware Limited Liability...Investment Agreement • August 24th, 2005 • Xtreme Companies Inc • Ship & boat building & repairing • Massachusetts
Exhibit 10.24 CORPORATE CONSULTING AGREEMENT ------------------------------ This Agreement ("Agreement") dated November 1, 2005 is by and between Xtreme Companies, Inc., a Nevada corporation located at 300 Westlink Dr., Washington, MO (the "Company")...Corporate Consulting Agreement • April 14th, 2006 • Xtreme Companies Inc • Ship & boat building & repairing • Massachusetts
DEBENTURE AGREEMENTDebenture Agreement • April 15th, 2008 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Massachusetts
THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF SUCH LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS OF TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER SUCH LAWS PURSUANT TO REGISTRATION OR AN EXEMPTION THEREFROM. THE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THE OFFERING MATERIALS. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
AGREEMENTConvertible Debenture Exchange Agreement • June 9th, 2005 • Xtreme Companies Inc • Ship & boat building & repairing • Massachusetts
Exhibit 10.22 XTREME COMPANIES, INC. PLACEMENT AGENT AGREEMENT Dated as of: August 24, 2005 The undersigned, Xtreme Companies, Inc., a Nevada corporation (the "COMPANY"), hereby agrees with U.S. Euro Securities (the "PLACEMENTAGENT") and Preston...Agent Agreement • August 24th, 2005 • Xtreme Companies Inc • Ship & boat building & repairing • Delaware
CONVERTIBLE REDEEMABLE PREFERRED STOCK AGREEMENTConvertible Redeemable Preferred Stock Agreement • August 20th, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Massachusetts
THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF SUCH LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS OF TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER SUCH LAWS PURSUANT TO REGISTRATION OR AN EXEMPTION THEREFROM. THE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THE OFFERING MATERIALS. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
SECURITIES PURCHASE AGREEMENT Dated as of February 28, 2008 by and among CHALLENGER POWERBOATS, INC. and THE PURCHASERS LISTED ON EXHIBIT ASecurities Purchase Agreement • April 15th, 2008 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Missouri
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 28, 2008, by and among Challenger Powerboats, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature page hereto (each a “Purchaser” and if more than one, collectively “Purchasers”).
Receivable Factoring AgreementChallenger Powerboats, Inc. • May 21st, 2007 • Ship & boat building & repairing • Massachusetts
FOR VALUE RECEIVED, Challenger Offshore, Inc., a Nevada corporation (the “Company”), (OTC BB: XTME) hereby promises to pay DUTCHESS PRIVATE EQUITIES FUND, LTD. (the “Holder”) by April 26, 2007 (the “Maturity Date”), or earlier, the Face Amount of One Hundred and Twenty thousand dollars ($120,000) U.S., plus accrued interest, in such amounts, at such times and on such terms and conditions as are specified herein.
CONFIDENTIAL ASSET PURCHASE AGREEMENT by and among IMAR Group, Inc., a wholly- owned subsidiary of Challenger Powerboats, Inc. and Execute Sports Inc. August 29, 2007Asset Purchase Agreement • September 12th, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Delaware
CONSULTING AGREEMENTConsulting Agreement • August 20th, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Florida
This Consulting Agreement (this "Agreement") is made this ____ day of July, 2007 by and among Challenger Powerboats, Inc., a Nevada corporation (the "Company"), RR Investment Holdings LLC, a Florida limited liability company ("RR Investment"), and Global Capital USA, Inc., a Florida corporation ("Global Capital"; RR Investment and Global Capital are collectively referred to as "Consultants" or individually as "Consultant").
Purchase Order Financing AgreementFinancing Agreement • May 21st, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Massachusetts
FOR VALUE RECEIVED, Challenger Offshore, Inc., a Nevada corporation (the “Company”), (OTC BB: EXCS) hereby promises to pay DUTCHESS PRIVATE EQUITIES FUND, LTD. (the “Holder”) by April 26, 2007 (the “Maturity Date”), or earlier, the Face Amount of One Hundred and Eighty Thousand dollars ($180,000) U.S., plus accrued interest, in such amounts, at such times and on such terms and conditions as are specified herein.
ADDENDUM THIS ADDENDUM ("ADDENDUM") TO THE DEBENTURE AGREEMENTS ON THIS 23RD DAY OF MAY, 2005, BY END BETWEEN THE PARTIES XTREME COMPANIES, INC. ("COMPANY"), DUTCHESS CAPITAL MANAGEMENT ON BEHALF OF DUTCHESS PRIVATE EQUITIES FUND, LP AND DUTCHESS...Xtreme Companies Inc • June 9th, 2005 • Ship & boat building & repairing
ANDAsset and Technology Acquisition Agreement • February 8th, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Missouri
SETTLEMENT AGREEMENT AND MUTUAL RELEASESettlement Agreement and Mutual Release • February 5th, 2008 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Missouri
This Settlement Agreement and Mutual Release (“Settlement Agreement”) is entered into this 28th day of January 2008, among Barrett Evans, eFund Small-Cap Fund, L.P. and eFund Capital Partners, L.L.C. (collectively “Evans”) on the one hand, and Challenger Powerboats, Inc. f/k/a Xtreme Companies, Inc. and Marine Holdings, Inc. d/b/a Challenger Offshore (collectively “Challenger”), on the other hand.
DEBT CONVERSION AGREEMENTDebt Conversion Agreement • November 19th, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Massachusetts
THIS DEBT CONVERSION AGREEMENT (this “Agreement”) is made and entered into as of September 30, 2007, by and between Challenger Powerboats, Inc., a Nevada corporation (the “Company”), and Dutchess Private Equities Fund Ltd., successor in interest to Dutchess Private Equities Fund, LP and Dutchess Private Equities Fund II, LP (“Dutchess”).
May 28, 2007 Ms. Laurie A. Phillips, President & CEO Challenger Powerboats, Inc. Washington, MO 63090Letter Agreement • August 22nd, 2007 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Florida
This letter agreement (this “Agreement”) will confirm the understanding between Challenger Powerboats, Inc. (together with its affiliates, the “Company”) and Grannus Finanial Advisors, Inc. (“Grannus”), pursuant to which the Company has retained Grannus to render financial advisory and other services to the Company as described below.
SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTConvertible Preferred Stock Purchase Agreement • April 15th, 2008 • Challenger Powerboats, Inc. • Ship & boat building & repairing • Massachusetts
THIS SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of January 9, 2008, by and among Challenger Powerboats, Inc., a Nevada corporation, and its subsidiaries, successors in interest to Challenger Powerboats, Inc. and its subsidiaries (collectively, the “Company”), and the investors listed on Schedule 1 attached hereto (who shall execute this Agreement and who are collectively referred to as the “Investors”).
