Quetzal Capital I Inc Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 7th, 2011 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys • Florida

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of October 5, 2011, by and between VALLEY FORGE COMPOSITE TECHNOLOGIES, INC., a Florida corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 17th, 2009 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 10, 2009, is by and among Valley Forge Composite Technologies, Inc., a Florida corporation with offices located at 50 East River Center Blvd., Suite 820, Covington, Kentucky 41011 (the “ Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “ Buyer” and collectively, the “Buyers”).

PURCHASE AGREEMENT
Purchase Agreement Purchase Agreement • October 7th, 2011 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys • Florida

PURCHASE AGREEMENT (the “Agreement”), dated as of October 5, 2011, by and between VALLEY FORGE COMPOSITE TECHNOLOGIES, INC., a Florida corporation, (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 3rd, 2007 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys • Florida

THIS SECURITIES PURCHASE AGREEMENT (this "Agreement") is dated as of __________________, 2006, by and among VALLEY FORGE COMPOSITE TECHNOLOGIES, INC., a Florida corporation (the "Company"), and ____________________________ ("Purchaser").

SECURITY AGREEMENT
Security Agreement • September 30th, 2008 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys • New York

This SECURITY AGREEMENT (this “Agreement”), dated as of September 29, 2008, is made by and among the Grantors listed on the signature pages hereof (collectively, jointly and severally, the “Grantors” and each, individually, a “Grantor”), and MKM Opportunity Master Fund, LLC (“MKM”), in its capacity as Collateral Agent (as set forth in Section 20 hereof, together with its successors and assigns in such capacity (the “Secured Party”) for itself and each of the Buyers (as hereinafter defined).

STEVENSON-WYDLER (15 USC 3710) COOPERATIVE RESEARCH AND DEVELOPMENT AGREEMENT Between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA and VALLEY FORGE COMPOSITE TECHNOLOGIES, INC. United States Industry Coalition Member Company For ACCELERATOR-DETECTOR...
Stevenson-Wydler • April 14th, 2010 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys

The U S Department of Energy (DOE) is the agency responsible for the federally-owned facility known as Lawrence Livermore National Laboratory managed and operated under a prime contract with DOE, designated Contract No. W-7405-ENG-48. This instrument constitutes the Master Terms and Conditions for use in a series of Cooperative Research and Development Agreements (CRADA) initiated by individual Joint Work Statements (JWS) under the Initiatives for Proliferation Prevention (IPP) Program of the DOE, the United States Industry Coalition, Inc. (USIC), and cooperating New Independent States (NIS) of the Former Soviet Union (FSU) When these “CRADA Terms” are combined with an approved JWS, the instrument constitutes a CRADA under the authority of the Stevenson-Wydler Technology Innovation Act of 1980, as amended (15 USC 3710 et seq).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 11th, 2006 • Quetzal Capital I Inc • Non-operating establishments • Florida
VALLEY FORGE COMPOSITE TECHNOLOGIES, INC. ACKNOWLEDGEMENT AND AGREEMENT
Acknowledgement and Agreement • August 17th, 2009 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys

This Acknowledgement and Agreement is furnished pursuant to that certain Securities Purchase Agreement, dated as of August 10, 2009 (the “ Agreement”), by and among Valley Forge Composite Technologies, Inc., a Florida corporation (the “ Company”), and the investors listed on the Schedule of Buyers attached thereto. (Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.)

CONSULTING SERVICES AGREEMENT
Consulting Services Agreement • July 11th, 2006 • Quetzal Capital I Inc • Non-operating establishments • Florida

THIS CONSULTING SERVICES AGREEMENT (the “Agreement”) is made and entered into on the this 6th day of July, 2006, by and between Coast To Coast Equity Group, Inc., a Florida corporation (“Consultant”), with its principal place of business at 9040 Town Center Parkway, Bradenton, FL 34202, and Quetzal Capital 1, Inc., a Florida corporation with its principal place of business at 628 Jamie Circle King of Prussia, PA 19406 (“QC1”) (QC1 and Consultant being hereinafter collectively referred to as the “Parties” and generically as a “Party”).

INVESTOR RELATIONS CONSULTING AGREEMENT
Investor Relations Consulting Agreement • August 3rd, 2012 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys • Kentucky

THIS CONSULTING AGREEMENT (‘‘Agreement”) is made by and between Valley Forge Composite Technologies, Inc. (OTC BB: VLYF) (hereinafter referred to as the “Company’’ or “VLYF’’), and Hayden IR (hereinafter referred to as the “Consultant” or “HIR”).

WARRANT AGREEMENT
Warrant Agreement • July 11th, 2006 • Quetzal Capital I Inc • Non-operating establishments • Florida

THIS WARRANT AGREEMENT is made and entered into on this 6th day of July, 2006, by and between Quetzal Capital 1, Inc., a Florida corporation (the “Issuer”) and Coast To Coast Equity Group, Inc., a Florida corporation (hereinafter referred to variously as the “Holder” or “Consultant”).

VALLEY FORGE COMPOSITE TECHNOLOGIES, INC. ACKNOWLEDGEMENT AND AGREEMENT
Acknowledgement and Agreement • June 4th, 2009 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys

This Acknowledgement and Agreement is furnished pursuant to that certain Securities Purchase Agreement, dated as of May 27, 2009 (the “ Agreement”), by and among Valley Forge Composite Technologies, Inc., a Florida corporation (the “ Company”), and the investors listed on the Schedule of Buyers attached thereto. (Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.)

CONSULTING AND SERVICES AGREEMENT
Consulting and Services Agreement • August 15th, 2011 • Valley Forge Composite Technologies, Inc. • Search, detection, navagation, guidance, aeronautical sys

This Agreement between Idaho State University (“University”), a State of Idaho academic institution authorized by Idaho Code Section 33-3001, et. seq., with its principal place of operation in Pocatello, Bannock County, Idaho and Valley Forge Composite Technologies, Inc. (“VFCT”) a Florida corporation with its principal place of business at 50 E. Rivercenter Blvd., Suite 820, Covington, KY 41011 (each individually a “Party” and collectively, the “Parties”), takes effect on the last date signed below (“Effective Date”).

SHARE EXCHANGE AGREEMENT BETWEEN QUETZAL CAPITAL 1, INC., AND THE SHAREHOLDERS OF VALLEY FORGE COMPOSITE TECHNOLOGIES, INC. JULY 6, 2006
Share Exchange Agreement • July 11th, 2006 • Quetzal Capital I Inc • Non-operating establishments • Florida

THIS SHARE EXCHANGE AGREEMENT is made as of the 6th day of July, 2006, between Quetzal Capital 1, Inc., a Florida corporation (“Public Company”) and the shareholders of Valley Forge Composite Technologies, Inc., a Pennsylvania corporation (the “Sellers” or “VFCT”).

INVESTMENT LETTER
Quetzal Capital I Inc • July 11th, 2006 • Non-operating establishments

In connection with the exchange of common stock pursuant to the terms and conditions of the Share Exchange Agreement dated July 6, 2006 to which the undersigned is a party (the "Agreement"), the undersigned hereby represents, warrants, covenants and agrees as set forth below.

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