Exhibit 4.10 ESCROW AGREEMENT THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of January 7, 2004 by BIB HOLDINGS, LTD., a Nevada corporation (the "Company"); CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the...Escrow Agreement • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing • Nevada
GS ENERGY 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 ENERGY CORPORATION, a Delaware corporation ("Pledgor")....Pledge Agreement • November 7th, 2006 • GS Energy CORP • Apparel & other finishd prods of fabrics & similar matl • New York
EXHIBIT 10.2 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 • GS Energy CORP • Apparel & other finishd prods of fabrics & similar matl • New Jersey
EXHIBIT 4.2 Mr. Mark Binder March 1, 2004 BIB Holdings, Ltd., c/o mSasson 1 West 34th Street New York, New York 10001 RE: LETTER AMENDMENT TO SERVICES AGREEMENT Dear Mark: This letter shall confirm our agreement in regard to the modification and...Services Agreement • April 23rd, 2004 • Bib Holdings LTD • Apparel & other finishd prods of fabrics & similar matl
NOTEPromissory Note • December 1st, 2004 • Bib Holdings LTD • Apparel & other finishd prods of fabrics & similar matl
ANDAcquisition Agreement • December 28th, 2004 • Bib Holdings LTD • Apparel & other finishd prods of fabrics & similar matl • New Jersey
Exhibit 4.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of January 7, 2004, by and among BIB HOLDINGS, LTD., a Nevada corporation, with headquarters located at 7409 Oak Grove Avenue Las Vegas, Nevada...Securities Purchase Agreement • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing • Nevada
GUARANTY AGREEMENT GUARANTY AGREEMENT (this "Agreement"), dated as of October 25, 2006, by GREENSHIFT CORPORATION, a Delaware corporation, GS AGRIFUELS CORPORATION, a Delaware corporation, GS ENERGY CORPORATION, a Delaware corporation and GS CLEANTECH...Guaranty Agreement • November 7th, 2006 • GS Energy CORP • Apparel & other finishd prods of fabrics & similar matl • New York
RECITALSConsulting Services Agreement • January 28th, 2004 • Bib Holdings LTD • Apparel & other finishd prods of fabrics & similar matl
Exhibit 4.11 BIB HOLDINGS, LTD. PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing • Nevada
RECITALSMerger Agreement • October 24th, 2006 • GS Energy CORP • Apparel & other finishd prods of fabrics & similar matl • New York
Exhibit 4.5 SECURITY AGREEMENT THIS SECURITY AGREEMENT (the "Agreement"), is entered into and made effective as of January 7, 2003, by and between BIB HOLDINGS, LTD., (the "Company"), and the BUYER(S) listed on Schedule I attached to the Securities...Security Agreement • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing • Nevada
Exhibit 10.1 LICENSE AGREEMENT Agreement dated the 24th day of November, 2003, Between MARK TM, LLC., a Delaware Limited Liability Corporation, with its principal offices at 1400 Broadway, 15th floor New York, NY 10018 (hereinafter referred to as...License Agreement • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing • New York
Exhibit 10.2 [COMPANY LETTERHEAD] EMPLOYMENT AGREEMENT Mr. Jeffrey J. Kaplan 4 Marsico Court Blauvelt, New York 10913 Dear Jeffrey: When countersigned by you and delivered to us, this letter confirms our agreement to be employed by BIB Ltd./Sassoon...Employment Agreement • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing
Exhibit 10.2 AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT THIS AGREEMENT is made as of the 6th day of December, 2004, AMONG: BIB HOLDINGS, LTD., D/B/A INCODE CORPORATION, a company formed pursuant to the laws of the State of Nevada ("Nevada Incode")...Asset Purchase Agreement • December 28th, 2004 • Bib Holdings LTD • Apparel & other finishd prods of fabrics & similar matl
LIST OF SCHEDULES AND EXHIBITS TO AGREEMENT AND PLAN OF MERGERMerger Agreement • December 1st, 2004 • Bib Holdings LTD • Apparel & other finishd prods of fabrics & similar matl • New York
SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement"), dated as of October 25, 2006, between GS ENERGY CORPORATION, a Delaware corporation ("Grantor"), and THE STILLWATER ASSET-BACKED FUND LP, a Delaware limited partnership ("Lender"). The Lender...Security Agreement • November 7th, 2006 • GS Energy CORP • Apparel & other finishd prods of fabrics & similar matl • New York
Exhibit 4.3 INVESTOR REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of January 7, 2004, by and among BIB HOLDINGS, LTD., a Nevada corporation, with its principal office located at 7409 Oak Grove Avenue...Investor Registration Rights Agreement • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing • Nevada
Exhibit 4.8 STANDBY EQUITY DISTRIBUTION AGREEMENT AGREEMENT dated as of the 7th day of January 2004 (the "Agreement") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and BIB HOLDINGS, LTD., a corporation...Standby Equity Distribution Agreement • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing • Nevada
EXHIBIT 4.1 CONVERTIBLE DEBENTURE PURCHASE AGREEMENTConvertible Debenture Purchase Agreement • December 1st, 2004 • Bib Holdings LTD • Apparel & other finishd prods of fabrics & similar matl • New York
Exhibit 4.9 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of January 7, 2004 by and between BIB HOLDINGS, LTD., a Nevada corporation, with its principal office located at 7409 Oak Grove Avenue Las Vegas,...Registration Rights Agreement • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing • Nevada
Exhibit 4.6 IRREVOCABLE TRANSFER AGENT INSTRUCTIONS January 7, 2004 American Registrar and Transfer Co. 342 East 900 South Salt Lake City, Utah 84111 Attn: Richard Day RE: BIB HOLDINGS, LTD. Ladies and Gentlemen: Reference is made to that certain...Irrevocable Transfer Agent Instructions • January 23rd, 2004 • Bib Holdings LTD • Services-computer rental & leasing
EXHIBIT 2.2Share Purchase and Sale Agreement • December 1st, 2004 • Bib Holdings LTD • Apparel & other finishd prods of fabrics & similar matl
BETWEENCredit Agreement • January 31st, 2008 • GS Energy CORP • Apparel & other finishd prods of fabrics & similar matl • New Jersey
Exhibit 2-a FORM OFMerger Agreement • July 18th, 2005 • Inseq Corp • Apparel & other finishd prods of fabrics & similar matl
ARTICLE I PURCHASE AND SALE OF STOCK AND SPECIFIED OBLIGATIONSSubsidiary Stock Purchase Agreement • October 13th, 2006 • GS Energy CORP • Apparel & other finishd prods of fabrics & similar matl
EARLY ADOPTER LICENSE AGREEMENTEarly Adopter License Agreement • April 12th, 2011 • Ecosystem Corp • Apparel & other finishd prods of fabrics & similar matl • New York
GS CLEANTECH CORPORATION (“Licensor”), a company formed pursuant to the laws of the State of Delaware and having an office for business located at One Penn Plaza, Suite 1612, New York, New York 10119
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 27th, 2012 • ADARNA ENERGY Corp • Apparel & other finishd prods of fabrics & similar matl • New York
THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made April 17, 2012, and made effective as of March 31, 2012, by and between AIR PURE SYSTEMS, LLC, a limited liability company formed pursuant to the laws of the State of North Carolina (“Seller”), and OXYSONIX CORPORARTION, a corporation formed pursuant to the laws of the State of Delaware (“Buyer”).
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • April 9th, 2010 • Ecosystem Corp • Apparel & other finishd prods of fabrics & similar matl • Delaware
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of July 24, 2009 is made and entered into by and among ECOSYSTEM CORPORATION, a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, whose names are set forth on Exhibit A hereto (which persons and entities are herein collectively referred to as the “Senior Investors” and each individually as an “Senior Investor”).
ACCOUNT MANAGEMENT AGREEMENT ESYM27922P102 Date: July 24, 2009 Between: ECOSYSTEM CORPORATION (“Company”), VIRIDIS CAPITAL, LLC (“Viridis”), and, COPPERBOTTOM INVESTMENTS, LTD. (the "Lead Senior Investor"), ABSENTIA HOLDINGS, LTD., ON TIME...Account Management Agreement • April 9th, 2010 • Ecosystem Corp • Apparel & other finishd prods of fabrics & similar matl
Thus, for example, if the Available Breakout in Month 1 is $400,000 and the Scheduled Breakout in Month 1 is $588,400, then the Breakout Deficiency to be drawn from the Draw Account would be $188,400 as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • July 8th, 2010 • Ecosystem Corp • Apparel & other finishd prods of fabrics & similar matl
THIS EMPLOYMENT AGREEMENT made effective as of the 8th day of December, 2008 (the “Effective Date”) by and between GLEN COURTRIGHT, individually, whose address is 5440 Clarington Road Dayton, Ohio 45429 (hereinafter, at times, referred to as the "Employee"), and ECOSYSTEM CORPORATION, a corporation of the State of Delaware, whose address is One Penn Plaza, Suite 1612, New York, New York 10119 (hereinafter, at times, along with any affiliated or related entities, referred to as "EcoSystem"). EcoSystem and Employee shall hereinafter collectively, at times, be referred to as the "Parties" or individually, at times, as a "Party" and this Employment Agreement shall hereinafter, at times, be referred to as the "Agreement."
SHARE PURCHASE AGREEMENT by and between ED KLIGERMAN AND JAMES PAPANIA, collectively, as Seller, AS SOLE SHAREHOLDERS OF INDEPENDENT METAL SALES, INC., and, IMS PROCESSING, INC., and INSEQ CORPORATION, as Purchaser, Dated as of August 7, 2005 V.8.6.05Share Purchase Agreement • August 11th, 2005 • Inseq Corp • Apparel & other finishd prods of fabrics & similar matl • New Jersey
Exhibit 10.1 SHARE PURCHASE AND MEMBERSHIP PURCHASE AGREEMENTShare Purchase and Membership Purchase Agreement • April 11th, 2005 • Incode Technologies Corp. • Apparel & other finishd prods of fabrics & similar matl • New Jersey
RE CANCELLATION AGREEMENT Dear Isaac: Reference is made to the following agreementsCancellation Agreement • June 2nd, 2010 • Ecosystem Corp • Apparel & other finishd prods of fabrics & similar matl
Ø That certain Unit Subscription Agreement dated July 24, 2009 and numbered 042120090317 by and between COPPERBOTTOM INVESTMENTS, LTD. (“Lead Senior Investor”), ABSENTIA HOLDINGS, LTD., ON TIME INVESTMENTS, LTD., AGRI-TECHNOLOGIES INTERNATIONAL, LTD., BRITANNIA SECURITIES INTERNATIONAL, LTD. (collectively, the “Senior Investors”) and ECOSYSTEM CORPORATION (“EcoSystem”);
CREDIT AGREEMENT BETWEEN GS COES (YORKVILLE I), LLC, AS BORROWER AND YA GLOBAL INVESTMENTS, L.P., AS LENDERCredit Agreement • June 2nd, 2010 • Ecosystem Corp • Apparel & other finishd prods of fabrics & similar matl • New Jersey
