EXHIBIT FCommon Stock Purchase Warrant • February 3rd, 2005 • Speedemissions Inc • Services-automotive repair, services & parking
SPEEDEMISISONS, INC. AMENDED EMPLOYMENT AGEEMENT This AMENDED EMPLOYMENT AGREEMENT (this "Agreement") is made by and between Speedemissions, Inc. a Florida corporation (the "Employer"), and Richard A. Parlontieri, an individual resident of Georgia...Employment Agreement • October 23rd, 2006 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
Exhibit 2.1 ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (the "Agreement") is made and entered into as of 12:01 a.m. on December 2, 2004 (the "Effective Time"), by and between SPEEDEMISSIONS, INC., a Georgia corporation maintaining an...Asset Purchase Agreement • December 8th, 2004 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY STATE SECURITIES LAWS AND NEITHER SUCH SHARES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, PLEDGED,...Preferred Stock Purchase Agreement • August 9th, 2005 • Speedemissions Inc • Services-automotive repair, services & parking
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 7th, 2005 • Speedemissions Inc • Services-automotive repair, services & parking • New York
THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of 30th day of June, 2005 by and among Speedemissions, Inc., a corporation organized and existing under the laws of the State of Florida (“Speedemissions” or the “Company”), and Barron Partners L.P., a Delaware limited partnership (hereinafter referred to as the “Investor”). Unless defined otherwise, capitalized terms herein shall have the identical meaning as in the Preferred Stock Purchase Agreement.
FORM OF COMMERCIAL SECURITY AGREEMENT COMMERCIAL SECURITY AGREEMENTCommercial Security Agreement • December 19th, 2011 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
THIS COMMERCIAL SECURITY AGREEMENT dated December 15, 2011, is made and executed between SPEEDEMISSIONS, INC. (FLORIDA) (“Grantor”) and REGIONS BANK (“Lender”).
REGISTRATION RIGHTS AGREEMENT January 26, 2005 To GCA Strategic Investment Fund Limited and Global Capital Advisors, LLC Dear Sirs: This will confirm that in consideration of your agreement on the date hereof to purchase a promissory note in the...Registration Rights Agreement • February 3rd, 2005 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
CREDIT AGREEMENT DATED EFFECTIVE AS OF JUNE 8, 2012 BY AND AMONG SPEEDEMISSIONS, INC. AND SPEEDY OPERATIONS, INC., COLLECTIVELY AS BORROWER, AND TCA GLOBAL CREDIT MASTER FUND, LP, AS LENDERCredit Agreement • June 14th, 2012 • Speedemissions Inc • Services-automotive repair, services & parking • Florida
This CREDIT AGREEMENT (this “Agreement”), dated as of June 8, 2012 (the “Effective Date”), is executed by and among SPEEDEMISSIONS, INC., a Florida corporation (sometimes hereinafter referred to as the “Issuing Borrower”) and SPEEDY OPERATIONS, INC., a Georgia corporation (each of the foregoing hereinafter sometimes individually referred to as a “Borrower” and all such entities sometimes hereinafter collectively referred to as “Borrowers” or the “Credit Parties”), and TCA GLOBAL CREDIT MASTER FUND, LP (“Lender”).
REGISTRATION RIGHTS AGREEMENT October 14, 2005Registration Rights Agreement • November 23rd, 2005 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
This will confirm that in consideration of your agreement on the date hereof to exchange the 12.5% Secured Promissory Note in the Principal amount of $1,285,000 dated August 7, 2004 (the “Note”) for 1,409 shares of Series A Convertible Preferred Stock, $.001 par value per share, (the “Preferred Stock”) of Speedemission, Inc., a Florida corporation (the “Company”), pursuant to the Exchange Agreement of even date herewith (the “Exchange Agreement”) between the Company and you and as an inducement to you to consummate the transactions contemplated by the Exchange Agreement, the Company covenants and agrees with each of you as follows:
SPEEDEMISSIONS, INC.Incentive Stock Option Agreement • December 8th, 2005 • Speedemissions Inc • Services-automotive repair, services & parking
Speedemissions, Inc. (the “Company”), hereby grants an Option to purchase shares of its common stock (“Shares”) to the Optionee named below. The terms and conditions of the Option are set forth in this cover sheet, in the attachment and in the Company’s 2005 Omnibus Stock Grant and Option Plan (the “Plan”).
PREFERRED STOCK PURCHASE AGREEMENT BETWEEN SPEEDEMISSIONS, INC. AND BARRON PARTNERS LP DATED June 30, 2005Preferred Stock Purchase Agreement • July 7th, 2005 • Speedemissions Inc • Services-automotive repair, services & parking • New York
This PREFERRED STOCK PURCHASE AGREEMENT (the "Agreement") is made and entered into as of the 30th day of June, 2005 between Speedemissions, Inc., a corporation organized and existing under the laws of the State of Florida (the “Company”) and BARRON PARTNERS LP, a Delaware limited partnership (the “Investor”).
LOCK-UP AGREEMENT October 22, 2001 SKTF Enterprises, Inc. 1059 E. Skyler Drive Draper, Utah 84020 The undersigned understands that SKTF Enterprises, Inc., a Florida corporation (the "Company") has undertaken the filing of a registration statement, on...Lock-Up Agreement • November 5th, 2001 • SKTF Enterprises Inc • Apparel & other finishd prods of fabrics & similar matl • Utah
The undersigned understands that SKTF Enterprises, Inc., a Florida corporation (the "Company") has undertaken the filing of a registration statement, on Form SB-2 (the "Registration Statement"), with the Securities and Exchange Commission (the "SEC").
EXCHANGE AGREEMENT dated as of October 14, 2005 by and between SPEEDEMISSIONS, INC. as the Issuer, and GCA Strategic Investment Fund LimitedExchange Agreement • November 23rd, 2005 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
AGREEMENT, dated as of October 14, 2005, among Speedemissions, Inc., a Florida corporation (the “Company”), and GCA Strategic Investment Fund Limited (the “Purchaser”).
ContractRevenue Based Factoring Agreement • March 31st, 2017 • Speedemissions Inc • Services-automotive repair, services & parking • New York
Samson Partners Ph. (347) 442-7999 (718) 304-1163 Contract ID# 1122792 Sales Partner: Steve Markowitz, Jr. Samson Partners REVENUE BASED FACTORING (RBF/ACH) AGREEMENT Agreement dated May 26 2016 between Samson Partners. ("FUNDER") and the merchant listed below ("the Merchant"). (Month)(Day)(Year) MERCHANT INFORMATION Merchant's Legal Name: yoeedEmissions, Inc. / SpeedEmissions Car Care, LLC / SpeedEmissions Acquisition Company, LLC D/B/A: Speedemissions (ACH) (LF) 2 State of Incorporation / Organization: FL/GA Type of entity: ( ) Corporation ( ) Limited Liability Company ( ) Limited Partnership ( ) Limited Liability Partnership ( ) Sole Proprietor Physical Address: 1015 Tyrone Road Suite 220 City: Tyrone State: QA Zip: 30290 Mailing Address: City: State: Zip: Date business started (mm/yy): 01/01 Federal ID# 33-0961488 PURCHASE AND SALE OF FUTURE RECEIVABLES Merchant hereby sells, assigns and transfers to Funder, as the lead purchaser for itself and co-investors [making Funder on behalf
SPEEDEMISSIONS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • June 19th, 2008 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
This EMPLOYMENT AGREEMENT (this “Agreement”) is made by and between Speedemissions, Inc. a Florida corporation (the “Employer”), and Randy Dickerson individual resident of Georgia (the “the Employee”), as of this 21st day of July, 2006 (“Effective Date”).
SUBSCRIPTION AND SECURITIES PURCHASE AGREEMENT dated as of January 21, 2004 by and between SPEEDEMISSIONS, INC. as the Issuer, and GCA Strategic Investment Fund CLOSING DATE: JANUARY 21, 2004 SUBSCRIPTION AND SECURITIES PURCHASE AGREEMENTSubscription and Securities Purchase Agreement • January 29th, 2004 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
AGREEMENT, dated as of January 21, 2004, among Speedemissions, Inc., a Florida corporation (the "Company"), and GCA Strategic Investment Fund Limited (the "Purchaser").
BENCHMARK CONSULTING INC.Consulting Agreement • May 17th, 2004 • Speedemissions Inc • Services-automotive repair, services & parking • New York
This is an agreement between Speedemissions, Inc., a Florida corporation (“Speedemissions”) and Benchmark Consulting Inc (“Benchmark”). Speedemissions’ stock is traded on the Over the Counter Bulletin Board Market under the symbol “SPEM”. It is hereby intended and agreed by and between the parties hereto that Benchmark will use its best efforts, acting as a consultant and utilizing its experience, knowledge, and contacts, to improve and enhance the financial structure of Speedemissions so as to increase its overall value.
ContractAsset Purchase Agreement • March 27th, 2017 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (the "Agreement") is, dated as of MU2.0 , 2017, by and between Auto Recycling of Montgomery, Inc, an Alabama corporation (the "Seller"), and SPEEDY OPERATIONS, INC, a Georgia corporation (the "Purchaser"). BACKGROUND INFORMATION Seller owns and previously operated a retail Auto Salvage Yard business listed on Exhibit A attached hereto and made a part hereof (the "Yard") conducted under the auspices of the City of Montgomery, the County of Montgomery and all applicable State of Alabama governing authorities (the "Business"). This Agreement sets forth the terms and conditions upon which Purchaser is acquiring from Seller, and Seller is selling and delivering to the Purchaser, those assets used by Seller in the operation of the Business, and Purchaser is assuming certain liabilities of Seller with respect to the operation of the Business. OPERATIVE PROVISIONS 1. SALE AND TRANSFER OF ASSETS; CLOSING. 1.1. Assets. Upon the terms and sub
ContractRevenue Based Factoring Agreement • March 30th, 2016 • Speedemissions Inc • Services-automotive repair, services & parking
Samson Partners Ph. (347) 442-7999 (718) 304-1163 Contract ID# 348612 Sales Partner: Steve Markowitz, Jr. Samson Partners REVENUE BASED FACTORING (RBF/ACH) AGREEMENT Agreement dated Janumy 1.2. 2015 between Samson Partners ("FUNDER") and the merchant listed below ("the Merchant"}. (Month) (Day) (Year) MERCHANT INFORMATION Merchant's Legal Name: SpeedEmissions Inc. I SpeedEmissions Car Care LLC I SpeedEmissions Acquisition Company. LLC D/B/A: Speedemissions (ACH) CLF) State oflncorporation I Organization: GA Type of entity: ( X) Corporation ( ) Limited Liability Company ( ) Limited Partnership ( ) Limited Liability Partnership ( ) Sole Proprietor Physical Address: 1015 Tvrone Road Suite 220 Mailing Address: Date business stmtcd (mm/yy): 01/01 City: Tyrone City: Federal ID# 33-0961488 PUHCHASE ANI> SALE OF FUTUU.E RECEIVABLES State: GA State: Zip: 30290 Zip: Merchant hereby sdls, assigns and transfers to Fumier, as the lead purchaser for itself and co-investors [making Fundcr on behalf o
REGISTRATION RIGHTS AGREEMENT January 21, 2004Registration Rights Agreement • January 29th, 2004 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
This will confirm that in consideration of your agreement on the date hereof to purchase up to 2,500 shares of Series A Convertible Preferred Stock, $.001 par value per share, (the APreferred Stock" ) of Speedemission, Inc., a Georgia corporation (the ACompany" ), pursuant to the Subsciption and Securities Purchase Agreement of even date herewith (the APurchase Agreement" ) between the Company and you and as an inducement to you to consummate the transactions contemplated by the Purchase Agreement, the Company covenants and agrees with each of you as follows:
SALE AGREEMENTSale Agreement • December 11th, 2014 • Speedemissions Inc • Services-automotive repair, services & parking • Utah
This Sale Agreement (the "Agreement") is made and entered into this 5th day of December 2014 (the "Effective Date"), by and between SpeedEmissions, Inc., a Florida corporation with an address at 1015 Tyrone Rd., Tyrone, Georgia 30290 (hereinafter referred to as "Seller") and DEKRA Automotive North America, Inc., a Delaware corporation with an address at 3901 Roswell Road, Suite 120, Marietta, Georgia 30062 (hereinafter referred to as "Purchaser").
ContractRevenue Based Factoring Agreement • March 30th, 2016 • Speedemissions Inc • Services-automotive repair, services & parking
Samson Partners Ph. (347) 442-7999 (718) 304-1163 Contract ID# 405812 Sales Partner: Steve Marlmwitz, Jr. Samson Partners REVENUE BASED FACTORING (RBF/ACH) AGREEMENT Agreement dated March 06 2015 be'hveen Samson Partners ("FUNDER") and the merchant listed below ("the Merchant"). (Month) (Day) (Year) MERCHANT INFORMATION Merchant's Legal Name: SpeedEmissions Inc. I SpeedEmissions Car Care. LLC I Soeec!Emissions Acquisition Company. LLC D/B/A: Speedemissions CACHl CLFl State of illcorporation I Organization; GA Type of entily: (X) Corporation ( ) Limited Liability Company ( ) Limited Partnership ( ) Limited Liabilily Partnership ( ) Sole Proprietor Physical Address: 1015 Tyrone Road Suite 220 Mailing Address: Date business started (mm/yy): 01/01 City: Tvrone Cily: Federal ID# 33-0961488 PlTRCHASE AND SALE OF FUTURE RECEJVABLES State: GA State: Zip: 30290 Zip: Merchant hereby sells, assigns and transfers to Funder, as the lead purchaser for itself and co-investors [making Funder on behalf
AMENDMENT NUMBER 1 TO WARRANTWarrant • November 23rd, 2005 • Speedemissions Inc • Services-automotive repair, services & parking • New York
THIS IS AMENDMENT NUMBER 1 (“this Amendment”) that is being executed and delivered by and between Barron Partners LP (“Barron”) and Speedemissions, Inc., a Florida corporation (the “Company”), and dated effective as of October 14, 2005 in order to amend that certain Common Stock Purchase Warrant “B” to purchase 19,659,346 shares of the Company’s Common Stock dated June 30, 2005 (the “Warrant”) and by which Barron and the Company, in consideration of the mutual promises contained in the Warrant and in this Amendment and other good and valuable consideration (the sufficiency, mutuality and adequacy of which are hereby acknowledged), hereby agree as follows:
SPEEDEMISSIONS, INC. Notice of Exercise and Common Stock Purchase AgreementCommon Stock Purchase Agreement • December 8th, 2005 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
WHEREAS, the Company and Purchaser are parties to that certain ___ Incentive ___ Nonstatutory Stock Option Agreement dated as of ___________, ____ (the “Option Agreement”) pursuant to which the Purchaser has the right to purchase up to ______ shares of the Company’s common stock (the “Option Shares”); and
THE RESEARCH WORKS, INC. Telephone: (732) 682-4950 Web: www.stocksontheweb.comEquity Research Services Agreement • November 12th, 2004 • Speedemissions Inc • Services-automotive repair, services & parking • New Jersey
This letter agreement (the "Agreement") will confirm our understanding regarding the engagement of THE RESEARCH WORKS, INC. ("RW"), a New Jersey corporation, to provide equity research services to SPEEDEMISSIONS, INC. ("Client") a Florida corporation.
AMENDMENT NUMBER 1 TO WARRANTWarrant • November 23rd, 2005 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
THIS IS AMENDMENT NUMBER 1 (“this Amendment”) that is being executed and delivered by and between GCA Strategic Investment Fund Limited, a Bermuda corporation (“GCA”) and Speedemissions, Inc., a Florida corporation (the “Company”), and dated effective as of October 14, 2005 in order to amend that certain Warrant to purchase 2,500,000 shares of the Company’s Common Stock dated January 21, 2004 (the “Warrant”) and by which GCA and the Company, in consideration of the mutual promises contained in the Warrant and in this Amendment and other good and valuable consideration (the sufficiency, mutuality and adequacy of which are hereby acknowledged), hereby agree as follows:
ContractRevenue Based Factoring Agreement • March 31st, 2017 • Speedemissions Inc • Services-automotive repair, services & parking • New York
Samson Funding Ph. (347) 442-7999 (718) 304-1163 Contract ID# 1492462 Sales Partner: Steve Markowitz, Jr. Samson Funding REVENUE BASED FACTORING (RBF/ACH) AGREEMENT Agreement dated December 19 2016 between Samson Funding. ("FUNDER") and the merchant listed below ("the Merchant"). (Month)(Day)(Year) MERCHANT INFORMATION Merchant's Legal Name: SpeedEmissions _Inc.J SpeedEmissions Car Care. LLC I SpeedErnissions Acquisition Company. LLC D/B/A: Speedemissions State of Incorporation / Organization: CLA Type of entity: ( X ) Corporation ( ) Limited Liability Company ( ) Limited Partnership ( ) Limited Liability Partnership ( ) Sole Proprietor Physical Address: 1015 Tyrone Road Suite 710 City:yTrone State: GA Zip: 30290 Mailing Address: City: State: Zip: Date business started (rrun/yy): 01/01. Federal ID# 33-0961490 PURCHASE AND SALE OF FUTURE RECEIVABLES Merchant hereby sells, assigns and transfers to Funder, as the lead purchaser for itself and co-investors [making Funder on behalf of itsel
SPEEDEMISSIONS, INC. CALABRIA ADVISORS, LLC CONVERSION NOTICE AND AGREEMENTConversion Notice and Agreement • August 16th, 2004 • Speedemissions Inc • Services-automotive repair, services & parking
This Conversion Notice and Agreement (the "Agreement") is entered into effective this 16th day of June, 2004 by and between Speedemissions, Inc., a Florida corporation ("Speedemissions" or the "Company") and Calabria Advisers, LLC, a Georgia limited liability company ("Calabria" or the "Holder").
ContractRevenue Based Factoring Agreement • March 31st, 2017 • Speedemissions Inc • Services-automotive repair, services & parking
Samson Partners Ph. (347) 442-7999 (718) 304-1163 Contract 1D# 873572 Sales Partner: Steve Markowitz, Jr. Samson Partners REVENUE BASED FACTORING (RBF/ACH) AGREEMENT Agreement dated January 05 2016 between Samson Partners ("FUNDER") and the merchant listed below ("the Merchant"). (Month) (Day) (Year) MERCHANT INFORMATION Merchant's Legal Name: SpeedEmissions, Inc. / SpeedEmissions Car Care. LLC / SpeedEmissions Acquisition Company, LLC D/B/A: Speedemissions State of Incorporation / Organization: GA Type of entity: ( ) Corporation ( ) Limited Liability Company ( ) Limited Partnership ( ) Limited Liability Partnership ( ) Sole Proprietor Physical Address: 1015 Tyrone Road Suite 220 City: Tyrone State: GA Zip: 30290 Mailing Address: City: State: Zip: Date business started (mm/yy): (11/01 Federal 1Dli 33-0961489 PURCHASE AND SALE OF FUTURE RECEIVABLES Merchant hereby sells, assigns and transfers to Funder, as the lead purchaser for itself and co-investors [making Funder on behalf of itself
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 3rd, 2004 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
This ASSET PURCHASE AGREEMENT (the "Agreement@ ) is dated as of January ___, 2004, by and between Speedemissions, Inc. a Florida corporation doing business in Georgia and maintaining a place of business at 1139 Senioa Road, Suite B, Tyrone, Georgia 30290 (the "Purchaser"), and NRH ENTERPRISES, INC. d/b/a PROCAM EMISSIONS and d/b/a GEORGIA EMISSIONS and HOLBROOK TEXACO, INC., d/b/a GEORGIA EMISSIONS having offices at 1869 Cobb Parkway, Suite 950, Marietta, Georgia 30008, (collectively referred to as the "Seller" and/or "Seller Parties").
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2004 • Speedemissions Inc • Services-automotive repair, services & parking
WHEREAS, Employer and Employee entered into an Employment Agreement dated as of September 15, 2003 between Speedemissions, Inc. ("Employer") and Richard A. Parlontieri ("Employee") (the "Employment Agreement") governing the terms and conditions of Employee's employment with Employer; and
CONSULTING AGREEMENTConsulting Agreement • October 3rd, 2003 • Speedemissions Inc • Apparel & other finishd prods of fabrics & similar matl • Florida
This Consulting Agreement (this "Agreement"), is made and entered into as of this 13th day of June, 2003 by and between Speedemissions, Inc., a Georgia corporation ("SEM" or the "Company") and V2R, Inc., a Florida corporation ("V2R" or the "Consultant").
SPEEDEMISSIONS, INC.Subscription Agreement • August 16th, 2004 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
SUBSCRIPTION AGREEMENT made as of this ___ day of _____________, 2004 between Speedemissions, Inc., a corporation organized under the laws of the State of Florida with offices at 1139 Senoia Road, Suite B, Tyrone, Georgia 30290 (the "Company"), and the undersigned (the "Subscriber").
Speedemissions Inc. Restricted Stock AgreementRestricted Stock Agreement • April 19th, 2011 • Speedemissions Inc • Services-automotive repair, services & parking • Georgia
WHEREAS, the Purchaser is a valuable employee or director of the Company and the Company’s Board of Directors desires to provide an incentive to the Purchaser to continue the Purchaser’s association with the Company and to provide an incentive to the Purchaser to promote the long-term growth of the Company; and
ContractCommon Stock Purchase Warrant • January 29th, 2004 • Speedemissions Inc • Services-automotive repair, services & parking • Delaware
THIS COMMON STOCK PURCHASE WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). THE HOLDER HEREOF, BY PURCHASING THIS COMMON STOCK PURCHASE WARRANT, AGREES FOR THE BENEFIT OF THE COMPANY THAT SUCH SECURITIES MAY BE OFFERED, SOLD OR OTHERWISE TRANSFERRED ONLY (A) TO THE COMPANY, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, OR (C) IF REGISTERED UNDER THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS. IN ADDITION, A SECURITIES PURCHASE AGREEMENT ("PURCHASE AGREEMENT"), DATED THE DATE HEREOF, A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICE, CONTAINS CERTAIN ADDITIONAL AGREEMENTS AMONG THE PARTIES, INCLUDING, WITHOUT LIMITATION, PROVISIONS WHICH LIMIT THE EXERCISE RIGHTS OF THE HOLDER AND SPECIFY MANDATORY REDEMPTION OBLIGATIONS OF THE COMPANY.
