CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this "Agreement") dated as of November 12, 2003 is made between Rapidtron, Inc., a Nevada corporation (the "Company"), and Big Sky Management Ltd. ("Consultant"). WHEREAS, the Company is in the business...Consulting Agreement • February 5th, 2004 • Rapidtron Inc • Services-business services, nec • California
WARRANT TO PURCHASE STOCK ------------------------- THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE...Warrant Agreement • August 16th, 2004 • Rapidtron Inc • Services-business services, nec • California
EXHIBIT 10.6 SECURITY AGREEMENT ------------------ THIS SECURITY AGREEMENT ("Agreement") is made and entered into this 23rd day of September, 2003, by and between RAPIDTRON, INC., a Nevada corporation, ("Debtor"); AXESS AG ("Secured Party"); and...Security Agreement • November 14th, 2003 • Rapidtron Inc • Services-business services, nec
TERMINATION AGREEMENT This TERMINATION AGREEMENT (this "Agreement"), is made effective as of March 1, 2004 (the "Effective Date"), by and between RAPIDTRON, INC., a Delaware corporation, and RAPIDTRON, INC., a Nevada corporation (collectively, the...Termination Agreement • May 17th, 2004 • Rapidtron Inc • Services-business services, nec • California
EQUUS will provide administrative services to Rapidtron EQUUS for a period of two years from January 2002 to December 2003 under this agreement, including (but not limited to): 1. Building rent (lease) - 50% of the monthly lease amount =...Administrative Services Agreement • August 19th, 2003 • Rapidtron Inc • Services-business services, nec
Exhibit 10.4 PROMISSORY NOTE ---------------Promissory Note • August 19th, 2003 • Rapidtron Inc • Services-business services, nec • California
SECURITY AGREEMENTSecurity Agreement • November 22nd, 2005 • Rapidtron Inc • Services-business services, nec • California
RECITALS --------Registration Rights Agreement • August 16th, 2004 • Rapidtron Inc • Services-business services, nec • California
RECITALSAgreement and Plan of Merger • April 2nd, 2003 • Rapidtron Inc • Services-business services, nec
RECITALS --------Securities Purchase Agreement • April 15th, 2005 • Rapidtron Inc • Services-business services, nec • Kansas
REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the "Agreement") is made and entered into on December 1, 2004, by and between Rapidtron, Inc., a corporation organized under the laws of the State of Nevada, with its principal place of...Registration Rights Agreement • April 15th, 2005 • Rapidtron Inc • Services-business services, nec • California
RAPINTRON(TM) EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("AGREEMENT") IS DATED AND ENTERED INTO EFFECTIVE AS OF DECEMBER 1, 2003 (THE "EFFECTIVE DATE"), BY AND BETWEEN RAPIDTRON, INC., A DELAWARE CORPORATION ("RAPIDTRON"), AND CHRIS PERKINS, AN...Employment Agreement • February 5th, 2004 • Rapidtron Inc • Services-business services, nec • California
ARTICLE 3. Representations and Warranties of Rapidtron. 16 Section 3.1. Organization and Qualification 16 Section 3.2. Capitalization of Rapidtron 17 Section 3.3.Authority Relative to this Agreement; Recommendation 18 Section 3.4. SEC Reports;...Merger Agreement • February 3rd, 2003 • Rapidtron Inc • Services-business services, nec • Delaware
RECITALSIntellectual Property Security Agreement • August 16th, 2004 • Rapidtron Inc • Services-business services, nec • California
September 8, 2005 AGREEMENT REGARDING REGISTRATION RIGHTS --------------------------------------- This is to confirm the following agreement, effective September 8, 2005 between Rapidtron, Inc., a Nevada corporation ("RAPIDTRON"), and Ceres Financial...Registration Rights Agreement • November 22nd, 2005 • Rapidtron Inc • Services-business services, nec
SECURITY AGREEMENT This Security Agreement (the "Agreement") is made and entered into on December 1, 2004, by and between Rapidtron, Inc., a Nevada corporation (the "Debtor"), and Oceanus Value Fund, L.P.(the "Secured Party"). A. Debtor and Secured...Security Agreement • April 15th, 2005 • Rapidtron Inc • Services-business services, nec • California
UNIT PURCHASE AGREEMENT RAPIDTRON, INC. THIS AGREEMENT is made effective as of the 1st day of April, 2004 (the "EFFECTIVE DATE") by and among: RAPIDTRON, INC., a Nevada corporation, of 3151 Airway Ave., Bldg. Q, Costa Mesa, CA 92626 (the "COMPANY");...Unit Purchase Agreement • May 17th, 2004 • Rapidtron Inc • Services-business services, nec • California
LOAN AGREEMENT This LOAN AGREEMENT (this "Agreement") is entered into effective as of October 9, 2004 (the "EFFECTIVE DATE") by and between LDM ENTERPRISES, LLC, a California limited liability company ("LENDER"); Rapidtron, Inc., a Nevada corporation...Loan Agreement • April 15th, 2005 • Rapidtron Inc • Services-business services, nec • California
SECURITY AGREEMENT This SECURITY AGREEMENT, is made effective as of October 8, 2004 (the "EFFECTIVE DATE"), by and between RAPIDTRON, INC., a Nevada corporation (the "DEBTOR"), and LDM Enterprises, LLC, a California limited liability company (the...Security Agreement • April 15th, 2005 • Rapidtron Inc • Services-business services, nec • California
SOFTWARE DEVELOPMENT AGREEMENT Software Development Agreement (the "AGREEMENT") is made effective January 13, 2004 (the "EFFECTIVE DATE"), between Rapidtron Inc. (the "PURCHASER") and Pioneering Innovation Inc. (the "DEVELOPER"). RECITALS: (a) The...Software Development Agreement • February 5th, 2004 • Rapidtron Inc • Services-business services, nec • California
REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of June 21, 2005, is made between Ceres Financial Limited (the "Investor"), and Rapidtron, Inc., a Nevada corporation (the "Company"). WHEREAS, simultaneously...Registration Rights Agreement • November 22nd, 2005 • Rapidtron Inc • Services-business services, nec • California
GRAPHIC OMITED] SILICON VALLEY BANK 3003 Tasman Drive Santa Clara, Ca. 95054 (408) 654-1000 - Fax (408) 980-6410 ACCOUNTS RECEIVABLE PURCHASE AGREEMENT This Accounts Receivable Purchase Agreement (the "Agreement") is made as of the Effective Date by...Accounts Receivable Purchase Agreement • August 16th, 2004 • Rapidtron Inc • Services-business services, nec • California
Exhibit 10.1 PURCHASE ORDERPurchase Order • January 26th, 2004 • Rapidtron Inc • Services-business services, nec • Illinois
December 29, 2003 Re: Repayment of Debt Dear Steve: This letter memorializes your agreement with Rapidtron, Inc. (the "Company") to accept 30,603 shares of common stock of the Company (the "Stock") as a full satisfaction and accord of the debt owed to...Repayment Agreement • February 5th, 2004 • Rapidtron Inc • Services-business services, nec
This letter memorializes your agreement with Rapidtron, Inc. (the "Company") to accept 30,603 shares of common stock of the Company (the "Stock") as a full satisfaction and accord of the debt owed to you of $30,603, as partial payment of accrued fees through 1/1/2003.
C. The Company desires to issue and sell and the Investor desires to purchase (i) a convertible promissory note in substantially the form attached to this Agreement as Exhibit A (the "NOTE"), which shall be --------- convertible on the terms stated...Convertible Note and Warrant Purchase Agreement • November 22nd, 2005 • Rapidtron Inc • Services-business services, nec • California
RECITALSEmployment Agreement • August 19th, 2003 • Rapidtron Inc • Services-business services, nec
CONVERTIBLE SECURED PROMISSORY NOTE -----------------------------------Convertible Secured Promissory Note • April 15th, 2005 • Rapidtron Inc • Services-business services, nec • California
AMOTHY CORPORATION 1085 RIVERSIDE TRACE ATLANTA, GA 30328 March 17, 2004 Mr. John Creel Chairman and Chief Executive Officer Rapidtron, Inc. 3151 Airway Avenue, Building Q Costa Mesa, CA 92626 Dear Mr. Creel: This letter agreement (Agreement) confirms...Strategic Services Agreement • May 17th, 2004 • Rapidtron Inc • Services-business services, nec
PUBLICITY AGREEMENT MARKET STREET PUBLISHING LTD. PUBLICITY AGREEMENT PREPARED FOR RAPIDTRON, INC.Publicity Agreement • February 5th, 2004 • Rapidtron Inc • Services-business services, nec • Arizona
AMENDMENT NO. 1 TO LOAN AGREEMENT This Amendment No. 1 to Loan Agreement (this "AMENDMENT"), is made effective as of November 22, 2004, by and between Rapidtron, Inc., a Nevada corporation (the "COMPANY"), and LDM Enterprises, LLC, a California...Loan Agreement • April 15th, 2005 • Rapidtron Inc • Services-business services, nec
EXHIBIT 10.3 RAPIDTRON Date: August 12, 2003 To: John Creel From: Steve Meineke Subject: Amendment to Employment Agreement related to Stock Options This will memorialize an agreement between Rapidtron, Inc. and John Creel that amends the Employment...Employment Agreement • November 14th, 2003 • Rapidtron Inc • Services-business services, nec
This will memorialize an agreement between Rapidtron, Inc. and John Creel that amends the Employment Agreement dated January 17, 2003 between Rapidtron and John Creel, as amended on April 11, 2003 (the "Agreement"). Section 5.c of the Agreement is amended to extend the time for Rapidtron to adopt a stock option plan from July 31, 2003, until no later than September 15, 2003.
Exhibit 10.14 RAPIDTRON Date: August 12, 2003 To: John Creel From: Steve Meineke Subject: Amendment to Employment Agreement related to Stock Options This will memorialize an agreement between Rapidtron, Inc. and John Creel that amends the Employment...Employment Agreement • August 19th, 2003 • Rapidtron Inc • Services-business services, nec
This will memorialize an agreement between Rapidtron, Inc. and John Creel that amends the Employment Agreement dated January 17, 2003 between Rapidtron and John Creel, as amended on April 11, 2003 (the "Agreement"). Section 5.c of the Agreement is amended to extend the time for Rapidtron to adopt a stock option plan from July 31, 2003, until no later than September 15, 2003.
RELEASE OF SECURITY AGREEMENT ----------------------------- This RELEASE OF SECURITY AGREEMENT ("Agreement") is made and entered into this 24th day of November, 2003, by AXESS AG ("Secured Party") and DESIGNA ACCESS CORPORATION, an agent of Axess AG...Release of Security Agreement • February 5th, 2004 • Rapidtron Inc • Services-business services, nec
LETTER OF INTENT This letter of intent ("LOI") sets forth the understanding, which has been reached between Rapidtron, Inc. a Delaware corporation ("Seller") and Rapidtron, Inc., formerly known as The Furnishing Club Inc., a Nevada corporation...Letter of Intent • November 15th, 2002 • Rapidtron Inc • Services-business services, nec
DIRECTOR SERVICE AND INDEMNIFICATION AGREEMENT (Meineke)Director Service and Indemnification Agreement • May 17th, 2004 • Rapidtron Inc • Services-business services, nec • California
