MERGER AGREEMENT AMONG AABB, INC., AABB ACQUISITION SUB, INC., CERTAIN SHAREHOLDERS, AND GENESIS LAND DEVELOPMENT, LLC July 1, 2006Merger Agreement • September 15th, 2006 • Aabb Inc • Blank checks • Nevada
Agreement entered into as of July 1, 2006, by and among AABB, Inc., a Nevada corporation (the "Buyer"), AABB Acquisition Sub, Inc., a Nevada corporation that is a wholly-owned subsidiary of the Buyer (the "Transitory Subsidiary"), and Genesis Land Development, LLC, a Texas limited liability company (the "Target"). The Buyer, the Transitory Subsidiary, and the Target are referred to collectively herein as the "Parties."
THIRD AMENDMENT TO AGREEMENT OF PURCHASE & SALE (Bankston Meadows - MANSFIELD, TEXAS)Agreement of Purchase & Sale • May 15th, 2007 • Genesis Holdings, Inc. • Land subdividers & developers (no cemeteries)
This Third Amendment to the Agreement of Purchase and Sale (the “Third Amendment”) is made for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, by and between Genesis Land Development, LLC (“Seller”) and Wall Homes Texas LLC. a Texas Limited Liability Company, (“Purchaser”) to amend that certain Agreement between Seller and Purchaser dated June 3, 2005, (the “Contract”), the legal description of the subject property (“Property”) being set forth in said Contract and incorporated herein by this reference. Capitalized terms, other than proper pronouns, not otherwise defined herein but defined in the Contract shall have the same meaning as set out in the Contract except as amended hereby.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • February 22nd, 2008 • Genesis Holdings, Inc. • Land subdividers & developers (no cemeteries) • Nevada
This SHARE EXCHANGE AGREEMENT, dated as of February 18, 2008, is made by and among GENESIS HOLDINGS, INC., a Nevada corporation (the "Acquiror Company"), BIOAUTHORIZE, INC., a Colorado corporation ("Bioauthorize"), and each of the persons listed on Exhibit A as a Bioauthorize Shareholder (collectively, the "Bioauthorize Shareholders," and individually a "Bioauthorize Shareholder").
CONSULTING AGREEMENTConsulting Agreement • September 15th, 2006 • Aabb Inc • Blank checks • Arizona
THIS CONSULTING AGREEMENT ("Agreement") is dated as of the 1st day of January, 2006, by and between William E. Lane ("Lane") and AABB, Inc., a Nevada corporation ("Company").
CONSULTING AGREEMENTConsulting Agreement • September 15th, 2006 • Aabb Inc • Blank checks • Arizona
THIS CONSULTING AGREEMENT ("Agreement") is dated as of the 1st day of January, 2006, by and between Laura E. Poulson ("Poulson") and AABB, Inc., a Nevada corporation ("Company").
CONSULTING AGREEMENTConsulting Agreement • September 15th, 2006 • Aabb Inc • Blank checks • Arizona
THIS CONSULTING AGREEMENT ("Agreement") is dated as of the 1st day of January, 2006, by and between Heritage West Capital, an Arizona corporation ("Heritage"), and AABB, Inc., a Nevada corporation ("Company").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 4th, 2008 • Genesis Holdings, Inc. • Land subdividers & developers (no cemeteries) • Arizona
THIS SECURITIES PURCHASE AGREEMENT (this "Agreement") is made and entered into as of the 3rd day of September, 2008 (the “Effective Date”) by and among BioAuthorize Holdings, Inc. formerly known as Genesis Holdings, Inc., a Nevada corporation (“Company”), and Launch Pad Research and Marketing Company, an Arizona corporation (“Launch”).
FIRST AMENDMENT TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • March 21st, 2008 • Genesis Holdings, Inc. • Land subdividers & developers (no cemeteries)
This First Amendment to Share Exchange Agreement (the “First Amendment”) is made this 17th day of March 2008 (the “Effective Date”) by and among Genesis Holdings, Inc., a Nevada corporation (the “Company”), Genesis Land, Inc., a Nevada corporation (“Genesis Land”) and the Bankston Third Family Limited Partnership, a Texas limited partnership (“Shareholder”). The Company, Genesis Land and Shareholder are sometimes referred to as the “Parties”. All terms used, but not otherwise defined herein, shall have the meanings ascribed to such terms in the Share Exchange Agreement dated February 18, 2008 by and among the Company, Genesis Land and Shareholder (the “Agreement”).
CONSULTING AGREEMENTConsulting Agreement • September 15th, 2006 • Aabb Inc • Blank checks • Arizona
THIS CONSULTING AGREEMENT ("Agreement") is dated as of the 1st day of January, 2006, by and between RD Bickerstaff ("Bickerstaff") and AABB, Inc., a Nevada corporation ("Company").
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • February 22nd, 2008 • Genesis Holdings, Inc. • Land subdividers & developers (no cemeteries)
THIS SHARE EXCHANGE AGREEMENT, dated as of the 18th day of February, 2008 (the “Agreement”), is made by and among Genesis Holdings, Inc., a Nevada corporation (the “Company”); Genesis Land, Inc., a Nevada corporation (“Genesis Land”); and the Bankston Third Family Limited Partnership, a Texas limited partnership (the “Shareholder”). The Company, Genesis Land and the Shareholder are collectively referred to herein as the “Parties”.
AGREEMENT OF PURCHASE & SALE BANKSTON MEADOWS - PHASE 1Purchase and Sale Agreement • September 15th, 2006 • Aabb Inc • Blank checks
This Agreement of Purchase and Sale (“Agreement”), dated to be effective June 3, 2005 (“Effective Date”), is entered into by and between the following Parties (in the plural, “Parties” and in the singular, “Party”):
CONSULTING AGREEMENTConsulting Agreement • February 18th, 2010 • BioAuthorize Holdings, Inc. • Land subdividers & developers (no cemeteries) • Arizona
This Consulting Agreement (the “Agreement”) is entered into and effective this 1st day of February 2010 (the “Effective Date”) by and between Foresight Capital Corporation, an Arizona corporation (“Consultant”), and BioAuthorize Holdings, Inc., a Nevada corporation (“Client”).
SETTLEMENT AND RELEASE AGREEMENTSettlement Agreement • April 4th, 2008 • Genesis Holdings, Inc. • Land subdividers & developers (no cemeteries)
This Settlement and Release (the “Settlement and Release”) is made this 30th day of March, 2008 (the “Effective Date”) by and between Soliton, LLC d/b/a BlueCar Partners also know as BlueCar Partners, LLC, a New York limited liability company (“Consultant”) and BioAuthorize Inc., a Colorado corporation (“BioAuthorize”). Consultant and BioAuthorize are sometimes referred to as the (“Parties”) and individually as a (“Party”). All terms used, but not otherwise defined herein, shall have the meanings ascribed to such terms in the BlueCar Partners, LLC Letter Agreement dated December 7, 2007 by and between Consultant and BioAuthorize, and later amended by the First Amendment to the Agreement dated January 18th, 2008 (collectively, the “Agreement”).
