ContractWarrant Agreement • November 5th, 2009 • Jpak Group, Inc. • Paperboard containers & boxes • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
JPAK GROUP, INC. INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • July 12th, 2010 • Jpak Group, Inc. • Paperboard containers & boxes • Nevada
This AMENDED AND RESTATED INDEPENDENT DIRECTOR AGREEMENT (the “Agreement”) is made and entered into as of this 10th day of July, 2010, effective as of July 10, 2010 (the “Effective Date”), by and between Jpak Group, Inc., a Nevada corporation (the “Company”), and Wenjie Li, a citizen of P.R. China, with a permanent residence at Room 602, Unit 3, Building 2, 129 Yan An San Road, Qingdao, Shandong, China (the “Independent Director”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 5th, 2009 • Jpak Group, Inc. • Paperboard containers & boxes • New York
The selling security holders and any of their pledgees, donees, assignees and successors-in-interest may, from time to time, sell any or all of their shares of common stock being offered under this prospectus on any stock exchange, market or trading facility on which shares of our common stock are traded or in private transactions. These sales may be at fixed or negotiated prices. The selling security holders may use any one or more of the following methods when disposing of shares:
SECURITIES PURCHASE AGREEMENT Dated as of November 3, 2009 between JPAK GROUP, INC. Jpak 集团公司 and LEE WAH INVESTMENTS LIMITEDSecurities Purchase Agreement • November 5th, 2009 • Jpak Group, Inc. • Paperboard containers & boxes • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of November 3, 2009 by and among JPak Group, Inc., a Nevada corporation, (the “Company”) and Lee Wah Investments Limited (the “Purchaser”).
Working Capital Loan ContractWorking Capital Loan Contract • August 15th, 2007 • Rx Staffing, Inc. • Services-help supply services
The Borrower applies for the loan from the Lender as the demand showing in the ARTICLE 2.1 of this contract. The Lender agreed to grand the loan to The Borrower. According to 《Contract Law》ô 《Lending General Provisions 》and other relevant laws and regulations, the two parties have executed this Contract through au pair negotiation, in order to define the rights and obligations of the two parties.
FORM OF SHARE PURCHASE AGREEMENTShare Purchase Agreement • December 3rd, 2010 • Jpak Group, Inc. • Paperboard containers & boxes • New York
THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of the 19th day of November, 2010, between Brian Pak Lun Mok (the “Purchaser”) and Stewart Shiang Lor (the “Seller”) (each a “Party”, and collectively the “Parties”), pursuant to which the Seller agrees to sell to the Purchaser and the Purchaser agrees to buy from the Seller 50,000 shares of Fabregas Group Limited, a British Virgin Islands company’s (the “Company”) stock as indicated in Section 1 below, which the Seller presently owns.
Subscription AgreementSubscription Agreement • July 21st, 2005 • Rx Staffing, Inc. • Services-help supply services • Nevada
ESCROW AGREEMENTEscrow Agreement • June 10th, 2005 • Rx Staffing, Inc.
This escrow agreement is executed on the 23rd day of May 2005 and is between Rx Staffing, Inc., (the “Issuer”) and Michael W. Berg (the “Escrow Agent”).
ContractWarrant Agreement • August 15th, 2007 • Rx Staffing, Inc. • Services-help supply services • New York
THIS WARRANT AND THE (I) SHARES OF SERIES B CONVERTIBLE PREFERRED STOCK, (II) SERIES C WARRANTS AND (III) SERIES D WARRANTS ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
Re: Letter AgreementLetter Agreement • January 4th, 2008 • Jpak Group, Inc. • Paperboard containers & boxes • New York
This letter agreement (this “Letter Agreement”) relates to (i) that certain Registration Rights Agreement, dated as of August 9, 2007 (“Registration Rights Agreement”), by and among Jpak Group, Inc. (the "Company"), and the purchasers listed on Schedule I thereto (the “Purchasers”), (ii) those certain Series A Warrants issued by the Company to the Purchasers on August 9, 2007 (the "Series A Warrants"), (iii) those certain Series B Warrants issued by the Company to the Purchasers on August 9, 2007 (the "Series B Warrants") and (iv) those certain Series J Warrants issued by the Company to the Purchasers on August 9, 2007 (the "Series J Warrants").
JOINDER AGREEMENTJoinder Agreement • August 15th, 2007 • Rx Staffing, Inc. • Services-help supply services • New York
This Joinder Agreement (the “Joinder Agreement”) is made as of August 9, 2007 by the undersigned, Jpak Group, Inc., a Nevada corporation, and delivered pursuant to Section 8.10 of the Note Purchase Agreement, dated as of May 17, 2007 (the “Note Purchase Agreement”), by and among Jpak Group Co., Ltd., a company organized under the laws of the Cayman Islands (the “Company”), Grand International Industrial Limited, a company organized under the laws of Hong Kong (“Grand International”), and each investor identified on the signature pages thereto (individually, an “Investor” and, collectively, the “Investors”), and is made in consideration of and pursuant to such Note Purchase Agreement. All capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Note Purchase Agreement.
Merger AgreementMerger Agreement • July 27th, 2011 • Jpak Group, Inc. • Paperboard containers & boxes
Whereas Party A and Party B, through friendly negotiation, pursuant to laws and regulations of People’s Republic of China, herewith agree to the terms as follows.
ESCROW AGREEMENTEscrow Agreement • July 21st, 2005 • Rx Staffing, Inc. • Services-help supply services
This escrow agreement is executed on the 23rd day of May 2005 and is between Rx Staffing, Inc., (the "Issuer") and William F. Doran (the "Escrow Agent").
NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 15th, 2007 • Rx Staffing, Inc. • Services-help supply services • New York
NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of May 17, 2007, is by and among Jpak Group Co., Ltd., a company organized under the laws of the Cayman Islands (the “Company”), Grand International Industrial Limited, a company organized under the laws of Hong Kong (“Grand International”), and each investor identified on the signature pages hereto (individually, an “Investor” and, collectively, the “Investors”).
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • August 15th, 2007 • Rx Staffing, Inc. • Services-help supply services • New York
EXCHANGE AGREEMENTExchange Agreement • December 16th, 2009 • Jpak Group, Inc. • Paperboard containers & boxes • New York
This Exchange Agreement (this “Agreement”) is dated as of December 16, 2009, by and among Jpak Group, Inc., a Nevada corporation (the “Company”), and each of the holders of certain warrants issued by the Company whose signatures appear on the signature page attached hereto (individually, a “Holder” and collectively, the “Holders”).
LOCK-UP AGREEMENTLock-Up Agreement • August 15th, 2007 • Rx Staffing, Inc. • Services-help supply services • New York
THIS LOCK-UP AGREEMENT (this "Agreement") is dated as of August 9, 2007 by and among Jpak Group, Inc., a Nevada corporation (f/k/a Rx Staffing, Inc., the "Company"), and the shareholders of the Company listed on Schedule A attached hereto (collectively, the "Shareholders").
Working Capital Loan Contract QINGDAO CITY COMMERCIAL BANKWorking Capital Loan Contract • August 15th, 2007 • Rx Staffing, Inc. • Services-help supply services
The Borrower applies for the loan from the The Lender as the working capital turnover. The Lender agreed to grand the loan to The Borrower. According to the relevant laws and regulations, the two parties have executed this Contract through au pair negotiation, in order to define the rights and obligations of the two parties.
SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • August 15th, 2007 • Rx Staffing, Inc. • Services-help supply services • New York
THIS SECURITIES ESCROW AGREEMENT (the “Agreement”), dated August 9, 2007, is entered into by and among Jpak Group, Inc., a Nevada corporation (f/k/a Rx Staffing, Inc., the “Company”), Vision Opportunity Master Fund, Ltd., a Cayman Islands company (“Vision”), QVT Fund LP, a Cayman Island limited partnership (“QVT”), Quintessence Fund L.P., a Cayman Island limited partnership (“Quintessence”, and together with Vision and QVT, the “Purchasers”), certain stockholders of the Company set forth on Schedule A (the “Principal Stockholders”), and Kramer Levin Naftalis & Frankel LLP, with an address at 1177 Avenue of the Americas, New York, New York 10036 (the “Escrow Agent”).
