ARTICLE I TRANSFER AND VOTING OF SHARES FOR DIRECTORSVoting Agreement • July 11th, 2005 • Chiste Corp • Engines & turbines • Colorado
BY AND AMONGAgreement and Plan of Merger • September 23rd, 2004 • Chiste Corp • Engines & turbines • Nevada
EXHIBIT 10.13 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made by and between Chiste Corporation, a Nevada corporation (the "Company"), and the undersigned investors (individually. an "Investor" and...Registration Rights Agreement • July 11th, 2005 • Chiste Corp • Engines & turbines • New York
RECITALS:Employment Agreement • December 6th, 2000 • Dyna Cam • Nevada
Exhibit 10.1 Keating Securities, LLC 5251 DTC Parkway, Suite 1090 Greenwood Village, Colorado 80111-2739 (720) 889-0131 (720) 889-0135 fax July 6, 2005 Mr. Kevin Keating, President Chiste Corporation. 936A Beachland Boulevard, Suite 13 Vero Beach,...Chiste Corp • July 11th, 2005 • Engines & turbines • Colorado
SECURITIES PURCHASE AGREEMENT BY AND AMONG KEATING REVERSE MERGER FUND, LLC AS BUYER AND CHISTE CORPORATION THE COMPANY AND AZTORE HOLDINGS, INC. THE SELLING NOTEHOLDERSecurities Purchase Agreement • May 7th, 2004 • Dyna Cam • Engines & turbines • Colorado
RIGHTS AGREEMENTRights Agreement • July 2nd, 2001 • Dyna Cam • Engines & turbines • Nevada
Exhibit 10.12 SUBSCRIPTION AGREEMENT Chiste Corporation, a Nevada corporation ("Company"), and the investor specified on the signature page hereto ("Investor"), together hereby agree as follows: 1. Subscription for Securities. Investor hereby...Subscription Agreement • July 11th, 2005 • Chiste Corp • Engines & turbines • New York
RECITALSSettlement and Release Agreement • July 15th, 2003 • Dyna Cam • Engines & turbines • Arizona
EXHIBIT 10.11 Print Name of Subscriber __________________ Amount of Investment __________________ SUBSCRIPTION AGREEMENT HydroGen, LLC ("Company") and the Investor hereby agree as follows: 1. Subscription for Securities. I (sometimes referred to...Subscription Agreement • July 11th, 2005 • Chiste Corp • Engines & turbines • New York
RECITALS:Asset Exchange Agreement • December 6th, 2000 • Dyna Cam • Arizona
AGREEMENT BETWEENGrant Agreement • August 30th, 2005 • HydroGen CORP • Engines & turbines • Ohio
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 3rd, 2006 • HydroGen CORP • Engines & turbines • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 2, 2006, by and among HydroGen Corporation, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, a “Purchaser” and collectively, the “Purchasers”).
RECITALSPurchase and Settlement Agreement • July 15th, 2003 • Dyna Cam • Engines & turbines • Arizona
RECITALSSecurity Agreement • July 2nd, 2001 • Dyna Cam • Engines & turbines • Arizona
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 3rd, 2006 • HydroGen CORP • Engines & turbines • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 2, 2006, by and among HydroGen Corporation, a Nevada corporation (the “Company”), and the investors signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
BY AND AMONGExchange Agreement • May 18th, 2005 • Chiste Corp • Engines & turbines • Nevada
July 9, 2008HydroGen CORP • July 15th, 2008 • Engines & turbines
RECITALS:Disposition of Collateral and Settlement Agreement • July 15th, 2003 • Dyna Cam • Engines & turbines • Nevada
EXHIBIT 10.18 FIRST AMENDMENT TO THE AGREEMENT FOR CONVERTIBLE SECURED LINE OF CREDITDyna Cam • August 14th, 2003 • Engines & turbines
November 10, 2007Separation Agreement • November 13th, 2007 • HydroGen CORP • Engines & turbines • Pennsylvania
You (Leo Blomen) and the Board of Directors of HydroGen Corporation have come to the conclusion that, given the critical point that the Company has reached in its life-cycle, that the Chief Executive Officer of HydroGen Corporation and HydroGen, L.L.C. (the “Company”) should be a full-time employee of the Company living in the United States and working out of the Company’s offices on a daily basis. Given the Company’s desire to retain your services as a consultant and your desire to continue providing consulting services to the Company through Blomenco B.V. (“Blomenco”) we would like to retain your services as a consultant to provide technical and other services to the Company and end your consulting services as Chief Executive Officer and Chief Technology Officer of HydroGen Corporation and the Company.
PLEDGE AGREEMENTPledge Agreement • August 28th, 2008 • HydroGen CORP • Engines & turbines • New York
THIS PLEDGE AGREEMENT (this “Agreement”), dated as of August 22, 2008, is made by and between HYDROGEN CORPORATION, a Nevada corporation (“the “Pledgor”) in favor of FEDERATED KAUFMANN FUND, a portfolio of Federated Equity Funds, a Massachusetts business trust, as agent for the Lenders (as defined below) (in such capacity, together with its successors and assigns, the “Pledgee”).
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • November 13th, 2007 • HydroGen CORP • Engines & turbines • Pennsylvania
This Consulting Services Agreement (“Agreement”) is made as of the 10th day of November 2007 by and among HydroGen, L.L.C. (the “Company”), Blomenco B.V. (the “Consultant”), and Leo Blomen (“Mr. Blomen”).
EXHIBIT 10.2 DOE Patent License UNITED STATES DEPARTMENT OF ENERGY WASHINGTON, D.C. 2058 EXCLUSIVE PATENT LICENSE This Agreement made this 26 day of August, 2005, by and between the United States of America, as represented by the United States...HydroGen CORP • August 30th, 2005 • Engines & turbines
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 24th, 2008 • HydroGen CORP • Engines & turbines • New York
This First Amendment to Loan and Security Agreement (this “Amendment”), dated as of September 22, 2008, is by and among HYDROGEN, L.L.C., an Ohio limited liability company, with its principal place of business located at 2 Juniper Street, Versailles, Pennsylvania 15132 (the “Borrower”), HYDROGEN CORPORATION, a Nevada corporation, with its principal place of business located at 10 East 40th Street, Suite 3405, New York, New York 10016 ( the “Guarantor” or “HYDRO Corp”), FEDERATED KAUFMANN FUND, a portfolio of Federated Equity Funds, a Massachusetts business trust, with offices located at 5800 Corporate Drive, Pittsburgh, Pennsylvania 15237, in its capacity as agent for the benefit of the Lenders (together with its successors and assigns, the “Agent”), FEDERATED KAUFMANN FUND, a portfolio of Federated Equity Funds, a Massachusetts business trust, with offices located at 5800 Corporate Drive, Pittsburgh, Pennsylvania 15237, in its capacity as a Lender, and SAMSUNG C & T CORPORATION, a cor
RECITALSRelease and Settlement Agreement • May 26th, 2004 • Dyna Cam • Engines & turbines • Arizona
CONFIDENTIAL INFORMATION, NONCOMPETITION AND INVENTION ASSIGNMENT AGREEMENTAnd Invention Assignment Agreement • November 13th, 2007 • HydroGen CORP • Engines & turbines • Pennsylvania
In consideration of the rights and entitlements described in the November 10, 2007 Separation Agreement and General Release (“Separation Agreement”) among Blomenco B.V. (the “Consultant”) HydroGen L.L.C. (the “Company”) and Leo Blomen (“Mr. Blomen”), Consultant and Mr. Blomen agree to the following, intending to be legally bound:
FORM OF TERM LOAN NOTE] TERM LOAN NOTEHydroGen CORP • August 28th, 2008 • Engines & turbines • New York
FOR VALUE RECEIVED, the undersigned, HYDROGEN, LLC, an Ohio limited liability company, with its principal place of business located at 2 Juniper Street, Versailles, Pennsylvania 15132 (“the “Borrower”), promises to pay to the order of [Name of Lender] (together with its successors and assigns, the “Lender”), on or before the Maturity Date, the principal sum of One Million and No/100 Dollars ($1,000,000.00) in accordance with the terms of this Term Loan Note (this “Note”). This Note is issued pursuant to that certain Loan and Security Agreement, of even date herewith, entered into by and among the Borrower, the Guarantor, the Agent and the Lenders (as amended from time to time, the “Agreement”). Capitalized terms used herein and not defined herein shall have their respective meanings as set forth in the Agreement.
November 9, 2007 Mr. Scott Schecter Chief Financial OfficerHydroGen CORP • November 9th, 2007 • Engines & turbines
March 31, 2008 Mr. Gregory Morris PO Box 8425 Horseshoe Bay, TX 78657-8425 Dear Gregory:HydroGen CORP • April 14th, 2008 • Engines & turbines
As you know, your employment agreement with HydroGen, L.L.C. (the “Company”), dated April 7, 2005 and effective April 1, 2005, is due to terminate on April 1, 2008.
SECOND AMENDMENT TO THE AGREEMENT FOR CONVERTIBLE SECURED LINE OF CREDITEntire Agreement • December 29th, 2003 • Dyna Cam • Engines & turbines
RECITALSRelease and Settlement Agreement • May 26th, 2004 • Dyna Cam • Engines & turbines • Arizona
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 23rd, 2008 • HydroGen CORP • Engines & turbines • New York
This Second Amendment to Loan and Security Agreement (this “Amendment”), dated as of October 17, 2008, is by and among HYDROGEN, L.L.C., an Ohio limited liability company, with its principal place of business located at 2 Juniper Street, Versailles, Pennsylvania 15132 (the “Borrower”), HYDROGEN CORPORATION, a Nevada corporation, with its principal place of business located at 10 East 40th Street, Suite 3405, New York, New York 10016 ( the “Guarantor” or “HYDRO Corp”), FEDERATED KAUFMANN FUND, a portfolio of Federated Equity Funds, a Massachusetts business trust, with offices located at 5800 Corporate Drive, Pittsburgh, Pennsylvania 15237, in its capacity as agent for the benefit of the Lenders (together with its successors and assigns, the “Agent”), FEDERATED KAUFMANN FUND, a portfolio of Federated Equity Funds, a Massachusetts business trust, with offices located at 5800 Corporate Drive, Pittsburgh, Pennsylvania 15237, in its capacity as a Lender, and SAMSUNG C & T CORPORATION, a corp
March 31, 2008 Mr. Joshua L. TostesonHydroGen CORP • April 14th, 2008 • Engines & turbines
RECITALS:And Financial Consulting Services Agreement • December 6th, 2000 • Dyna Cam • Arizona
