RECITALS:Consulting Agreement • April 1st, 1997 • Metalclad Corp • Construction - special trade contractors • California
RECITALS:Employment Agreement • April 1st, 1999 • Metalclad Corp • Construction - special trade contractors • California
PLEDGE AGREEMENTPledge Agreement • April 1st, 1999 • Metalclad Corp • Construction - special trade contractors • New York
WITNESSETH:Purchase Agreement • April 1st, 1999 • Metalclad Corp • Construction - special trade contractors • New York
NON-STATUTORY STOCK OPTION AGREEMENT of METALCLAD CORPORATIONNon-Statutory Stock Option Agreement • April 1st, 1997 • Metalclad Corp • Construction - special trade contractors
RECITALS:Employment Agreement • April 1st, 1999 • Metalclad Corp • Construction - special trade contractors • California
January 16, 1996 Strictly Private & Confidential Mr. Grant Kesler Chief Executive Officer Metalclad Corporation 3737 Birch Street Newport Beach, CA 92660 Dear Mr. Kesler, This letter ( the Agreement ) outlines the terms under which Chesapeake Group...Financial Consulting Agreement • April 1st, 1997 • Metalclad Corp • Construction - special trade contractors
REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement is made and entered into as of the 18th day of June, 1998, by and between METALCLAD CORPORATION, a Delaware corporation, and ULTRA PACIFIC HOLDINGS S.A., a Liberian corporation, on the...Registration Rights Agreement • April 1st, 1999 • Metalclad Corp • Construction - special trade contractors • New York
RECITALS:Employment Agreement • April 1st, 1999 • Metalclad Corp • Construction - special trade contractors • California
REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement is made and entered into as of the 31st day of December, 1997, by and between METALCLAD CORPORATION, a Delaware corporation, on the one hand, and SUNDIAL INTERNATIONAL FUND LIMITED, a...Registration Rights Agreement • April 1st, 1999 • Metalclad Corp • Construction - special trade contractors • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 24th, 2004 • Entrx Corp • Construction - special trade contractors • Minnesota
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement") is entered into as of December 3, 2003, by and among Entrx Corporation, a Delaware corporation (the “Company"), and Pandora Select Partners L.P., a British Virgin Islands limited partnership (the “Investor").
EXHIBIT 10.26 NON-STATUTORY STOCK OPTION AGREEMENT of METALCLAD CORPORATIONNon-Statutory Stock Option Agreement • April 16th, 1998 • Metalclad Corp • Construction - special trade contractors
EMPLOYMENT AGREEMENT This employment Agreement is entered into this 1st day of September, 2000, between Metalclad Insulation Corporation ("Company") and Robert D. Rizzo ("Employee"). It is the desire of the Company to formalize its employment...Employment Agreement • March 30th, 2001 • Metalclad Corp • Construction - special trade contractors • California
FORM OF NOTENote • April 1st, 1999 • Metalclad Corp • Construction - special trade contractors • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY APPLICABLE LAW OR REGULATION OF ANY STATE AND IS NOT TRANSFERABLE EXCEPT UPON THE CONDITIONS SPECIFIED IN SECTION 4.3 OF THE PURCHASE AGREEMENT REFERRED TO HEREIN.
SETTLEMENT AGREEMENT AND FULL POLICY RELEASESettlement Agreement • June 9th, 2005 • Entrx Corp • Construction - special trade contractors
This Settlement Agreement and Full Policy Release (hereinafter referred to as “the Agreement”) is entered into between Allstate Insurance Company, as successor-in-interest to Northbrook Excess & Surplus Insurance Company, formerly Northbrook Insurance Company (“Allstate”), and Metalclad Insulation Corporation (“Metalclad”), a wholly owned subsidiary of Entrx Corporation, and Entrx Corporation, formerly known as Metalclad Corporation (“Entrx”), as of the date of execution of this Agreement by all signatories hereto, and in accordance with the terms and conditions set forth below.
AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • November 12th, 2003 • Entrx Corp • Construction - special trade contractors • Minnesota
This Amended and Restated Security and Pledge Agreement (this “Agreement”) is entered into as of the 1st day of November, 2003, by and between Blake Capital Partners, LLC, a Minnesota limited liability company (“Blake”), Wayne W. Mills, a resident of the state of Minnesota (“Mills”), Entrx Corporation, a Delaware corporation formerly known as Metalclad Corporation (the “Corporation”), and Bruce H. Haglund, Esq., a resident of the state of California (“Agent”). This Amended and Restated Security and Pledge Agreement is intended to amend and restate, and take the place of, the Non-Recourse Security and Pledge Agreement entered into by the parties hereto as of December 10, 2001 (the “Non-Recourse Security Agreement”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 12th, 2003 • Entrx Corp • Construction - special trade contractors • Minnesota
THIS AGREEMENT is made and entered into as of the 1st day of October, 2003, by and between Entrx Corporation, a Delaware corporation (the “Company”) and Wayne W. Mills, a resident of Minnesota (“Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 12th, 2003 • Entrx Corp • Construction - special trade contractors • California
THIS AGREEMENT is made and entered into this 19th day of March, 2003, by and between Metalclad Insulation Corporation, a California corporation (the “Company”), Entrx Corporation, a Delaware corporation (“Entrx”) and Geoffrey B. Larson, a resident of California (“Employee”).
JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1)Joint Filing Agreement • December 31st, 2009 • Entrx Corp • Construction - special trade contractors
This Joint Filing Agreement is made pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the "Act") by and between the parties listed below, each referred to herein as a "Joint Filer." The Joint Filers agree that a statement of beneficial ownership as required by Section 13(d) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13D or Schedule 13G, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1.
SECONDARY PLEDGE AGREEMENT THIS SECONDARY PLEDGE AGREEMENT is entered into as of this 18th day of June, 1998, by and between METALCLAD CORPORATION, a Delaware corporation (the "Pledgor"), and GILMARTIN, POSTER & SHAFTO, a New York general partnership...Secondary Pledge Agreement • April 1st, 1999 • Metalclad Corp • Construction - special trade contractors • New York
SETTLEMENT AGREEMENT AND FULL POLICY RELEASESettlement Agreement • June 25th, 2004 • Entrx Corp • Construction - special trade contractors
This Settlement Agreement and Full Policy Release (hereinafter referred to as “the Agreement”) is entered into between ** Insurance Company, as successor-in-interest to ** Insurance Company, formerly ** Insurance Company (“**”), and Metalclad Insulation Corporation (“Metalclad”), a wholly owned subsidiary of Entrx Corporation, and Entrx Corporation, formerly known as Metalclad Corporation (“Entrx”), as of the date of execution of this Agreement by all signatories hereto, and in accordance with the terms and conditions set forth below.
EXCHANGE AGREEMENTExchange Agreement • May 22nd, 2006 • Entrx Corp • Construction - special trade contractors
This Agreement is entered into as of November 23, 2005, by and between Entrx Corporation, a Delaware corporation with principal offices in Minneapolis, Minnesota (the “Company”), and Pandora Select Partners L.P., a British Virgin Islands limited partnership with principal offices in Minneapolis, Minnesota (“Pandora”).
PLEDGE AGREEMENTPledge Agreement • March 24th, 2004 • Entrx Corp • Construction - special trade contractors • Minnesota
THIS PLEDGE AGREEMENT (this “Agreement”) is made as of December 3, 2003, by and between Entrx Corporation, a Delaware corporation (“Entrx” or “Pledgor”), and Pandora Select Partners L.P., a British Virgin Islands limited partnership, as secured party (the “Pledgee”).
LOAN AGREEMENTLoan Agreement • March 25th, 2003 • Entrx Corp • Construction - special trade contractors • Minnesota
This LOAN AGREEMENT (“Agreement”) is made and entered into as of November 4, 2002, by and between ZAMBA CORPORATION and ENTRX CORPORATION.
AMENDMENT NO. 1 TO LOAN AGREEMENTLoan Agreement • March 25th, 2003 • Entrx Corp • Construction - special trade contractors
THIS AMENDMENT NO. 1 (“Amendment”) is made and entered into as of February 19, 2003, by and between ZAMBA CORPORATION and ENTRX CORPORATION and modifies the Loan Agreement (“Loan”) dated November 4, 2002, between the parties. Except as expressly set forth herein, the terms and conditions of the Loan shall continue in full force and effect. All references to section numbers below refer to the respective section numbers in the Loan. Capitalized terms shall bear the meanings for such terms set forth in the Loan.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 25th, 2003 • Entrx Corp • Construction - special trade contractors • Minnesota
This Agreement is entered into this day of May, 2002 by and between Metalclad Corporation, a Delaware corporation (“Purchaser”), and Surg II, Inc., a Minnesota corporation, (the “Company”); Theodore A. Johnson a Minnesota resident (“Johnson”); and Charles B. McNeil, a Minnesota resident (“McNeil”).
SETTLEMENT AGREEMENTSettlement Agreement • June 2nd, 2006 • Entrx Corp • Construction - special trade contractors • California
THIS SETTLEMENT AGREEMENT ("Agreement") is made and entered into as of the 31st day of May, 2006, by and between Entrx Corporation (formerly known as Metalclad Corporation (hereinafter "Metalclad")), on the one hand, and Ventana; Ventana Environmental Organizational Partnership, L.P.; North America Environmental Fund, L.P. (hereinafter collectively, “Defendants” or “Ventana”), on the other hand. Metalclad and Ventana are sometimes hereinafter referred to collectively as "the Parties" and individually as a "Party."
AMENDATORY AGREEMENT WHEREAS, Sundial International Fund Limited ("Sundial") and Ultra Pacific Holdings S.A. ("Ultra"), on the one hand, and Metalclad Corporation ("MTLC"), on the other hand, heretofore entered into a Purchase Agreement dated as of...Purchase Agreement • March 30th, 2000 • Metalclad Corp • Construction - special trade contractors
No.--------- $--------- METALCLAD CORPORATION 10% Convertible Subordinated Debenture Due 2002 Metalclad Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the "Company"), for value received, hereby promises...Convertible Subordinated Debenture • March 30th, 2000 • Metalclad Corp • Construction - special trade contractors
AMENDMENT Metalclad Corporation ( Company ) and Anthony C. Dabbene ( Employee ) amend their Employment Agreement, dated July 10, 1996, as follows: 1. TERM: The term is extended to July 22, 1998. 2. COMPENSATION: Base salary is increased to $180,000...Employment Agreement • April 16th, 1998 • Metalclad Corp • Construction - special trade contractors
