WITNESSETH:License Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
EQUITY LINE REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 19th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Massachusetts
Registration Rights Agreement (the “Agreement”), dated as of May 12, 2006, by and between Execute Sports, Inc., a corporation organized under the laws of State of Nevada, with its principal executive office at 1284 Puerta Del Sol,, Suite 150, San Clemente, CA 92673 (the “Company”), and Dutchess Private Equities Fund, L.P., a Delaware limited partnership with its principal office at 50 Commonwealth Avenue, Suite 2, Boston, MA 02116 (the “Holder”).
INVESTMENT AGREEMENTInvestment Agreement • May 19th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Massachusetts
INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of May 15, 2006 by and between Execute Sports, Inc. a Nevada corporation (the "Company"), and Dutchess Private Equities Fund, LP, a Delaware limited partnership (the "Investor").
RECITALSConsulting Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
SECURITY AGREEMENTSecurity Agreement • May 19th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Massachusetts
SECURITY AGREEMENT (this “Agreement”), dated as of May 15, 2006, by and among Execute Sports, Inc., a Nevada corporation (“Company”), and Dutchess Private Equities Fund, LP, Dutchess Private Equities Fund, II, L.P. both a Delaware Limited partnership, as the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”) (sometimes hereinafter the Company and the Secured Party are collectively referred to as the “parties”).
Exhibit 10.17 LICENSE AGREEMENT This license agreement (hereinafter "Agreement") is made effective as of the latter of the signature dates below written (hereinafter the "Effective Date") by and between American Motorcyclist Association, an Ohio...License Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Ohio
RECITALSConsulting Agreement • June 16th, 2005 • Execute Sports Inc • California
Exhibit 10.1 INVESTOR RELATIONS AGREEMENT THIS AGREEMENT dated for reference the 1st Day of May, 2005. BETWEEN: Execute Sports, Inc., a company incorporated under the laws of the State of Nevada, having an office address at 1284 Puerta Del Sol, Suite...Investor Relations Agreement • June 16th, 2005 • Execute Sports Inc • British Columbia
Exhibit 2.3 EXECUTE SPORTS LOAN AGREEMENT ------------------------------------- ------------------------------------------- This Loan Agreement ("Agreement") is made and effective February 7, 2006, BETWEEN: Hector Pineda (the "Lender"), an...Loan Agreement • March 28th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
SUBSCRIPTION AGREEMENT $5,750,000 Of The Company’s Five-Year Secured Debentures Convertible Into The Company’s Common Stock.Subscription Agreement • September 12th, 2007 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Massachusetts
Convertible Debentures (the “Debentures”) of Execute Sports, Inc., a Nevada corporation (the “Company”) are being offered pursuant to this Subscription Agreement (this “Subscription Agreement”). This offering is being made in accordance with the exemptions from registration provided under Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”) and Rule 506 of Regulation D promulgated under the Securities Act.
Exhibit 2.4 EXECUTE SPORTS LOAN AGREEMENT ------------------------------------- ------------------------------------------- This Loan Agreement ("Agreement") is made and effective February 22, 2006, BETWEEN: Valley Financial Hodings Corp. (the...Loan Agreement • March 28th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
RECITALSPromissory Note Cancellation and Reissuance Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
DEBENTURE AGREEMENTDebenture Agreement • May 19th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Massachusetts
THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF SUCH LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS OF TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER SUCH LAWS PURSUANT TO REGISTRATION OR AN EXEMPTION THEREFROM. THE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THE OFFERING MATERIALS. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
DEBENTURE REGISTRATION RIGHTS AGREEMENTDebenture Registration Rights Agreement • May 19th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Massachusetts
DEBENTURE REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 15, 2006, by and between Execute Sports, Inc., a company organized under the laws of state of Nevada (the “Company”), and Dutchess Private Equities Fund, LP and Dutchess Private Equities Fund, II, LP (collectively, the “Holder”).
WARRANT AGREEMENTWarrant Agreement • May 19th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Massachusetts
Execute Sports, Inc., a corporation organized under the laws of the State of Nevada (the "Company"), hereby certifies that, for value received from Dutchess Private Equities Fund, L.P. and Dutchess Private Equities Fund, II, LP (collectively, the "Holder"), is entitled, subject to the terms set forth below, to purchase from the Company up to a total of four hundred and seventy-five thousand dollars ($475,000) worth of the Common Stock, $.001 par value per share (the "Common Stock"), of the Company (each such share, a "Warrant Share" and all such shares, the "Warrant Shares") at an exercise price equal to the Conversion Price (as defined in the Debenture Agreement of this date between the Company and the Holder). The Warrant may be exercised on a cashless basis anytime after issuance through and including the fifth (5th) anniversary of its original issuance (the "Expiration Date"), subject to the following terms and conditions:
Exhibit 10.3 BUSINESS CONSULTANT AGREEMENT ------------------------------------ -------------------------------------------- This Business Consultant Agreement ("Agreement") is made and effective this August 18, 2004, BETWEEN: Comprehensive...Business Consultant Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments
ORIGINALTrademark License Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
EXECUTIVE EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Employment Agreement") is made and entered into as of the 15th day of December, 2005 (the "Commencement Date"), by and between Execute Sports, Inc. (the "Company"), and Todd M. Pitcher, an...Executive Employment Agreement • May 24th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
WITNESSETH: WHEREAS, the Company under the name Execute Sports, Inc. (such activities, together with all other activities of the Company and its subsidiaries, if any, as conducted at or prior to the termination of this Employment Agreement, and any future activities reasonably related thereto which are contemplated by the Company and/or its subsidiaries at the termination of this Employment Agreement identified in writing by the Company to Employee at the date of such termination, are hereinafter referred to as the "Business Activities");
Exhibit 10.20 Design Services Agreement This Agreement for Professional Services (the "Agreement") is made and effective this June 5, 2005, between Execute Sports (the "Client"), a corporation organized and existing under the laws of the Nevada, with...Design Services Agreement • September 27th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
Exhibit 10.9 EXECUTIVE EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Employment Agreement") is made and entered into as of the 8th Day of April, 2005 (the "Commencement Date"), by and between Execute Sports, Inc. (the "Company"), and Don...Executive Employment Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
Exhibit 2.1 DEFINITIVE SHARE EXCHANGE AGREEMENT THIS DEFINITIVE SHARE EXCHANGE AGREEMENT (hereinafter referred to as the "Agreement") is dated for reference the 16h day of January, 2006, by and among EXECUTE SPORTS, INC., a corporation incorporated...Share Exchange Agreement • January 31st, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
R E C I T A L SServices Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
DEBT CONVERSION AGREEMENTDebt Conversion Agreement • May 24th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments
WHEREAS, on February 28, 2005, the Company issued a Promissory Note due February 28, 2006, as amended from time to time, to the Holder in an aggregate principal amount of Ninety Thousand ($90,000.00) dollars (the "Note");
Exhibit 10.4 CONSULTING AGREEMENT Consulting Agreement dated as of May 30th 2005, by and between Execute Sports, Inc., a corporation with offices at 1284 Puerta Del Sol Suite 150, San Clemente, CA 93673, (the "Company") and Valley Financial Holding...Consulting Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Florida
Exhibit 10.18 The following people will execute Indemnity Agreements in substantially the same form as the Form of Indemnity Agreement filed herewith: 1. Don Dallape; 2. Scott Swendener; 3. Gino Apicella; 4. Sheryl Gardner; 5. Todd M. Pitcher; and 6....Indemnification Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
CONFIDENTIAL ASSET PURCHASE AGREEMENT by and among IMAR Group, Inc., a wholly- owned subsidiary of Challenger Powerboats, Inc. and Execute Sports Inc. August 29, 2007Asset Purchase Agreement • September 12th, 2007 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • Delaware
PROMISSORY NOTE CANCELLATION AND REISSUANCE AGREEMENTPromissory Note Cancellation and Reissuance Agreement • May 24th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
THIS PROMISSORY NOTE CANCELLATION AND REISSUANCE AGREEMENT (“Agreement”) is made and entered into as of March 15, 2006 (the “Effective Date”), by and between Execute Sports, Inc., a Nevada corporation (“Maker”), and John Helms, an individual residing at ________________, California (“Holder”).
EXCLUSIVE MARKETING AGREEMENTExclusive Marketing Agreement • September 12th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
THIS EXCLUSIVE MARKETING AGREEMENT ("Agreement") dated August ___, 2006 ("Effective Date"), is made and entered into by and between Execute Sports, Inc., with principal offices at 1284 Puerta del Sol, Suite 150 San Clemente, CA 92673 ("Execute"), and UDT Distribution Corporation, a California corporation, having its principal place of business at 275 W. Walnut Street, Compton, CA, 90220 (“UDT”).
TRADEMARK TRANSFER AND ASSIGNMENT AGREEMENTTrademark Transfer Agreement • February 5th, 2007 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
The parties to this Agreement are Execute Sports, Inc., Pacific Sports Group, Inc., (collectively “Seller”) and Duane Pacha and Jeff Baughn (“Buyers”).
Exhibit 2.1 LETTER OF INTENTLetter of Intent • January 3rd, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
PROMISSORY NOTE CANCELLATION AND REISSUANCE AGREEMENTPromissory Note Cancellation and Reissuance Agreement • May 24th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
THIS PROMISSORY NOTE CANCELLATION AND REISSUANCE AGREEMENT (“Agreement”) is made and entered into as of March 28, 2006 (the “Effective Date”), by and between Execute Sports, Inc., a Nevada corporation (“Maker”), and Ron & Dori Arko, individuals residing at ________________, California (“Holder”).
LETTER AGREEMENTLetter Agreement • November 13th, 2008 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
This Letter Agreement (the "Agreement") is entered into as of November 7, 2008 (the "Effective Date") by and between Execute Sports, Inc. (the "Company") and Dutchess Privates Equities Fund, Ltd. ("Dutchess"), with reference to the following facts:
Exhibit 10.19 Professional Services Agreement By And Between Faber West Construction and Execute Sports, Inc. This Professional Services Agreement (the "Agreement") is made and effective this May 15, 2005 by and between Faber West Construction, a...Professional Services Agreement • August 30th, 2005 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 16th, 2008 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
This Asset Purchase Agreement (the "Agreement") is entered into as of October 9, 2008 (the "Effective Date") by and between Execute Sports, Inc., a Nevada corporation ("Seller"), and Coosaw Capital Partners a LLC, a South Carolina LLC ("Purchaser"), with reference to the following facts:
PRIVATE EQUITY CREDIT AGREEMENT BY AND BETWEEN EXECUTE SPORTS, INC. AND SKIVA GRAPHICS & SCREEN PRINTING, INC.Private Equity Credit Agreement • March 8th, 2006 • Execute Sports Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
