Explorations Group Inc Sample Contracts

Preamble:
Loan Agreement • June 13th, 2002 • Explorations Group Inc • Delaware
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Preamble:
Exchange Agreement • August 20th, 2002 • Explorations Group Inc • Services-amusement & recreation services • Florida
Preamble:
Revolving Loan Agreement • August 20th, 2002 • Explorations Group Inc • Services-amusement & recreation services • Delaware
Preamble:
Engagement Agreement • March 31st, 2003 • Explorations Group Inc • Services-amusement & recreation services • Florida
PREAMBLE:
Debt Exchange Agreement • August 20th, 2002 • Explorations Group Inc • Services-amusement & recreation services • Florida
SECTION III WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING
Facility Use Agreement • March 31st, 2003 • Explorations Group Inc • Services-amusement & recreation services
AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • February 17th, 2010 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation • Delaware

This Agreement and Plan of Merger (hereinafter the "Agreement") is entered into as of this 19th day of February, 2009, by and among Explorations Group, Inc., a Delaware corporation ("Explorations"), Hawk Acquisition Corp. (“MergerSub”), a Florida corporation, and Hawk Biometric Technologies, Inc., a Florida corporation ("Hawk Biometric").

Preamble: --------
Employment Agreement • August 20th, 2002 • Explorations Group Inc • Services-amusement & recreation services • Florida
EMPLOYMENT AGREEMENT
Employment Agreement • December 29th, 2009 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation • Florida

THIS AGREEMENT, dated as of December 15 , 2009 (this “Agreement”), is between Hawk Systems, Inc., a Delaware corporation, (the “Company”), and Michael Diamant (the “Executive”).

UNSECURED PROMISSORY NOTE
Hawk Systems, Inc. • September 24th, 2009 • Services-miscellaneous amusement & recreation • Florida

FOR VALUE RECEIVED, Hawk Systems, Inc., a Delaware corporation (the “Borrower”), hereby promises to pay to the order of Mark Spanakos (the “Lender”), located at __________________________ (Lender and all other or subsequent holders of this promissory note (the “Note”) being sometimes referred to as the “Holder”), the principal sum of Fifty Thousand Dollars ($50,000.00) (the “Loan”) together with interest on the unpaid principal amount until paid in full, upon the following terms:

AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT
Employment Agreement • May 20th, 2010 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • August 19th, 2009 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation

THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT, dated as of August 14, 2009 (this “Amendment”), by and between Mr. Robert McCann, a resident of the State of Florida (the “Executive”), and Hawk Systems, Inc., a Delaware corporation (collectively, the “Company”).

PROMISSORY NOTE Principal Amount: $100,000 Original Issue Date: April 1, 2010
Promissory Note • August 26th, 2010 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation • Florida

FOR VALUE RECEIVED, the undersigned, Hawk Systems, Inc. and David Coriaty, 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Borrower”), hereby promises to pay to Bryant McFadden, at ______________________________ (the “Holder”), on order, without demand, in lawful currency of the United States of America, the principal sum of One Hundred Thousand Dollars and 00/100 ($100,000.00) (the “Loan”), in accordance with the provisions of this promissory note (this “Note”):

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • April 15th, 2010 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation

THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT, dated as of April 9, 2010 (this “Amendment”), effective as of May 1, 2009, by and between Mr. David Coriaty, a resident of the State of Florida (the “Executive”), and Hawk Systems, Inc., a Delaware corporation (collectively, the “Company”).

POP STARZ, INC.
Explorations Group Inc • November 5th, 2002 • Services-amusement & recreation services
PREAMBLE:
Bond Purchase Option Agreement • March 31st, 2003 • Explorations Group Inc • Services-amusement & recreation services • Delaware
CONSULTING AGREEMENT
Consulting Agreement • March 1st, 2010 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation • Florida

This Consulting Agreement (“Agreement”) is entered into as of February 23, 2010 by and between Hawk Systems, Inc., a Delaware corporation, with offices located at 2385 NW Executive Center Drive, Suite 100, Boca Raton, Florida 33431 (“the Company”) and Griffin Enterprises LLC, a Florida Limited Liability Company, with its principal place of business at 127 West Fairbanks Ave Suite 248 Winter Park Florida 32789 and or its affiliates, successors or assigns hereinafter refereed to as (“Griffin”) who are hereinafter sometimes collectively referred to as “the parties.”

EXCLUSIVE INVESTMENT BANKING AGREEMENT
Exclusive Investment Banking Agreement • August 19th, 2009 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation • New York

THIS AGREEMENT (the “Agreement”) dated as of June 4, 2008 by and between Hawk Biometric Technologies, Inc. with its principal address at 777 South Flagler Dr. STE. 800, West Palm Beach, FL 33401 (hereafter the “Company”) and Cresta Capital Strategies, LLC, with its principal address at 1175 Walt Whitman Road Ste 100 Melville, NY 11747 USA (the “Banker”).

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AMENDMENT NO. 2 TO INVESTMENT BANKING AGREEMENT
Investment Banking Agreement • November 25th, 2009 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation

THIS AMENDMENT NO. 2 TO INVESTMENT BANKING AGREEMENT (this “Amendment”) is dated as of November 23, 2009, by and between Hawk Systems, Inc. (as successor to Hawk Biometric Technologies, Inc. (“Hawk of FL”)), a Delaware corporation with its principal address at 777 South Flagler Dr., Ste. 800, West Palm Beach, FL 33401 (the “Company”), and Cresta Capital Strategies, LLC, with its principal address at 1175 Walt Whitman Road, Ste. 100, Melville, NY 11747 (the “Banker”).

CONVERTIBLE NOTE
Hawk Systems, Inc. • November 15th, 2010 • Services-miscellaneous amusement & recreation • Florida

FOR VALUE RECEIVED, the undersigned, Hawk Systems, Inc., 2385 NW Executive Center Drive, Suite 100, Boca Raton, FL 33431 (the “Borrower”), hereby promises to pay to Joseph A. Infante, of 7996 Cranes Pointe Way, West Palm Beach, Fl 33412 (the “Holder”), on order, without demand, in lawful currency of the United States of America, the principal sum of Two Hundred and Thirty six thousand dollars and 00/100 ($236,000.00) (the “Loan”), in accordance with the provisions of this promissory note (this “Note”).

CONSULTING AGREEMENT
Consulting Agreement • August 26th, 2010 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation • California

This Consulting Agreement ("the agreement "), effective as of Friday, May 21, 2010 which is entered into and by and between Hawk Systems, Inc , a Delaware Corporation (herein referred to as "the Company") and A.S. Austin company a (herein referred to as "the consultant")

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • January 20th, 2010 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation

THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT, dated as of January 19, 2010 (this “Amendment”), effective as of December 15, 2009, by and between Mr. Michael Diamant, a resident of the State of Florida (the “Executive”), and Hawk Systems, Inc., a Delaware corporation (collectively, the “Company”).

Hawk Biometric Technologies, Inc.
Investment Banking Agreement • August 19th, 2009 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation

Reference is made to the Investment Banking Agreement (the “Agreement”) executed June 4, 2008 between Cresta Capital Strategies, LLC (“Cresta”) and Hawk Biometric Technologies, Inc. (“HAWK”).

CONSULTING AGREEMENT
Consulting Agreement • September 9th, 2009 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation • Florida

This Consulting Agreement (“Agreement”) is entered into as of this 27th day of August, 2009 by and between Hawk Systems, Inc., a Delaware corporation (the “Company”), and Michael Golden (the “Consultant”).

Amended Lease Termination, Release And Bill of Sale Agreement
Lease Termination, Release and Bill of Sale Agreement • June 13th, 2002 • Explorations Group Inc
EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • August 19th, 2009 • Hawk Systems, Inc. • Services-miscellaneous amusement & recreation • Florida

This Executive Employment Agreement (the “Agreement”) is made as of May 12, 2009 (the “Effective Date”), by and between Explorations Group, Inc., a Delaware corporation (the “Company”) and Robert E. McCann III (“Executive”), an individual residing at 18042 Cozumel Isle Drive, Tampa, Fl., 33647.

POP STARZ, INC.
Explorations Group Inc • June 13th, 2002
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