REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 31st, 2006 • Bedminster National Corp • Services-management consulting services • Massachusetts
Registration Rights Agreement (the “Agreement”), dated as of June 29, 2006, by and between Bedminster National Corp., a corporation organized under the laws of State of Delaware, with its principal executive office at 90 Washington Valley Road, Bedminster, NJ 07921 (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 • August 31st, 2006 • Bedminster National Corp • Services-management consulting services • Massachusetts
INVESTMENT AGREEMENT (this “AGREEMENT”), dated as of June 29, 2006 by and between Bedminster National Corp. a Delaware corporation (the “Company”), and Dutchess Private Equities Fund, LP, a Delaware limited partnership (the “Investor”).
SECURITY AGREEMENTSecurity Agreement • July 10th, 2007 • Bedminster National Corp • Services-management consulting services
THIS SECURITY AGREEMENT (this “Agreement”) is made as of the 26th day of June, 2007, by BEDMINSTER NATIONAL CORP., a Nevada corporation, having a mailing address at 90 Washington Valley Road, Bedminster, NJ 07921, (the “Company”), Metropolitan Computing Corp., a New Jersey corporation, having a mailing address at 6 Great Meadow Lane, East Hanover, New Jersey 07936 (“MCC”); ( together Company and MCC, individually and collectively, jointly and severally the (“Debtors”), for the benefit and security of DUTCHESS PRIVATE EQUITIES FUND, LTD., having a mailing address at 50 Commonwealth Avenue, Suite 2, Boston, Massachusetts 02116 (the “Secured Party”).
SHARE PLEDGE AGREEMENTShare Pledge Agreement • January 18th, 2008 • Bedminster National Corp • Services-management consulting services • Massachusetts
THIS SHARE PLEDGE AGREEMENT (this "Agreement"), is dated as of January 14, 2008, made by PAUL PATRIZIO, an individual residing in the State of New Jersey ("Pledgor") for the benefit of DUTCHESS PRIVATE EQUITIES FUND, LTD. (“Secured Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 31st, 2006 • Bedminster National Corp • Services-management consulting services • Delaware
THIS AGREEMENT is made as of May 1 , 2006, between Bedminster National Corp., a Delaware corporation (the “Corporation”), and Paul L. Patrizio (the “Employee”).
Bedminster National Corp.Consulting Agreement • December 28th, 2005 • Bedminster National Corp • Services-management consulting services • Delaware
This letter (the “Agreement”) will confirm that Bedminster National Corp. , a Delaware corporation (“BNC”) has been retained by Animagic Entertainment Group, Inc. ( “Animagic”) as its non-exclusive consultant commencing upon the date that the Company signs this Agreement for a period of two months from the date hereof .
DUTCHESS CAPITAL MANAGEMENT, LLCPromissory Note • January 18th, 2008 • Bedminster National Corp • Services-management consulting services
For the limited purposes set forth below, this letter and attached exhibits shall operate as an Amendment to: (i) the Promissory Note dated June 26, 2007 between Dutchess Private Equities Fund, Ltd. (“Dutchess”), on the one hand, and Bedminster National Corp. and all of its subsidiaries (“Bedminster” or the “Company”), on the other (“Promissory Note”); and (ii) the Security Agreement dated June 26, 2007 between Dutchess, on the one hand, and Bedminster and Metropolitan Computing Corp. (“MCC”), on the other (collectively, the “Agreements”). The Agreements remain in full force and effect, except as set forth below, and any other financing agreements between Dutchess and Bedminster, including, without limitation, the Negative Pledge dated June 26, 2007 and Secured Continuing Unconditional Guaranty dated June 26, 2007, remain in full force and effect and are not effected in any way by this Amendment.
EMPLOYMENT AGREEMENTEmployment Agreement • July 10th, 2007 • Bedminster National Corp • Services-management consulting services • New Jersey
This employment agreement (the "Agreement") is made and entered into as of the 2nd day of July , 2007 by and between Metropolitan Computing Corporation., a New Jersey Corporation (the "Company"), and Michael Levin, (the "Executive").
ESCROW AGREEMENTEscrow Agreement • January 18th, 2008 • Bedminster National Corp • Services-management consulting services • Massachusetts
THIS ESCROW AGREEMENT (“Agreement”) is made as of January 14, 2008, by and between Paul Patrizio (“Patrizio”) and Dutchess Private Equities Fund, Ltd. (“Dutchess” or “Secured Party”) and Robert D. Frawley, Esq., (“Escrow Agent”) (singly a “Party” and cumulatively the “Parties”).
Business Revolving Credit Account AgreementBusiness Revolving Credit Account Agreement • March 6th, 2006 • Bedminster National Corp • Services-management consulting services • New York
STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 10th, 2007 • Bedminster National Corp • Services-management consulting services • New Jersey
Pre tax earnings shall be calculated and payments made following the close of each calendar year after Closing until the earlier of (I) earning by and payment to Seller of an aggregate of $200,000 and 1,000,000 shares of the Class A Common Stock of Buyer, or (II) the determination of pre tax income and payment of any amounts earned in respect of the fifth (5th) full calendar year after Closing. Pre tax earnings will be pro-rated for Calendar Year 2007, from the date of Closing to December 31, 2007.
REVOLVING LINE OF CREDIT AGREEMENTRevolving Line of Credit Agreement • July 10th, 2007 • Bedminster National Corp • Services-management consulting services • New Jersey
This Revolving Line of Credit Agreement (the "AGREEMENT") is made and entered into in this 2nd day of July, 2007, by and between BEDMINSTER NATIONAL CORP. , a Nevada corporation (“Lender”), and METROPOLITAN COMPUTING CORPORATION, a New Jersey corporation ("Borrower").
CONSULTING AGREEMENT, dated as of November 1, 2005, betweenConsulting Agreement • November 16th, 2005 • Bedminster National Corp • Services-management consulting services • New Jersey
Greenwich Solutions Inc., having an office at 8 Four Oaks Road, Bedminster, New Jersey 07921 (the “Company”) and BEDMINSTER NATIONAL CORP. , a
