REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 17th, 2010 • Aegean Earth & Marine CORP • Heavy construction other than bldg const - contractors • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 9, 2010, by and among Aegean Earth & Marine Corporation, a Cayman Islands corporation (the “Company”), and the purchasers whose signatures appear on the signature pages of this Agreement under the caption “Purchasers” (the “Purchasers”).
OFMemorandum of Association • July 14th, 2006 • Tiger Growth CORP
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 1st, 2010 • Hellenic Solutions Corp • Heavy construction other than bldg const - contractors
EMPLOYMENT AGREEMENT dated as of the __ day of February, 2009, by and between AEGEAN EARTH & MARINE CORPORATION, a corporation formed under the laws of the Cayman Islands with its main office at 700 Gemini, Houston, Texas 77056 and having representative offices at El. Venizelou 71, Kallithea 176 71, Greece, (the “Company” or “AE&M”) and STAVROS Ch. MESAZOS, an individual with offices at 5 Hxous Str. Athens, GR 11146, (the “Executive”).
ACQUISITION AGREEMENTAcquisition Agreement • February 17th, 2010 • Aegean Earth & Marine CORP • Heavy construction other than bldg const - contractors • New York
THIS ACQUISITION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of February 9, 2010, is entered into by and among Aegean Earth and Marine Corporation, a company formed under the laws of the Cayman Islands, with offices located at 71, El. Venizelou Ave. 176 71, Kallithea Athens, Greece (the “Company”), Temhka S.A. a company organized under the laws of the Hellenic Republic with offices located at The Mesazos Group of Companies, 5 HXOUS Street, Athens, Greece 11146 (the “Target”) and each of Messrs. Stavros Mesazos, Haris Mesazos, Kostas Mesazos, Kostas Moshopoulos, Aglomar, Ltd., Avesan, Ltd., Northamco Holding, Ltd., and Molbroke Marketing, Ltd. (with each such person or entity being referred to individually as a “Seller” and collectively as the “Sellers”).
SECURITIES PURCHASE AGREEMENT Dated as of February 9, 2010 among AEGEAN EARTH AND MARINE CORPORATION TEMHKA, S.A. and THE PURCHASERS LISTED ON ADDENDUM ASecurities Purchase Agreement • February 17th, 2010 • Aegean Earth & Marine CORP • Heavy construction other than bldg const - contractors • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of February __, 2010 by and among Aegean Earth & Marine Corporation, a Cayman Islands corporation (the “Company”), Temhka, S.A., a company organized under the laws of the Hellenic Republic (“Target”) and each of the Purchasers of shares of Common Stock (as defined below), whose names and amount of securities purchased hereunder are set forth on Addendum A (each, a “Purchaser” and collectively, the “Purchasers”).
CONSULTING AGREEMENTConsulting Agreement • December 7th, 2010 • Hellenic Solutions Corp • Heavy construction other than bldg const - contractors • Texas
THIS CONSULTING AGREEMENT (“Agreement”) is made, entered into and deemed effective as of the 1st day of January 2009 (the “Effective Date”), by and between Nautilus Global Partners, LLC, a Texas limited liability company (“Nautilus”) with its principal offices at 11200 Westheimer, Suite 508, Houston, TX 77042, and Aegean Earth & Marine Corporation. (the “Company”), with its principal offices at 71, El. Venizelou Ave. 176 71, Kallithea Athens, Greece.
ACQUISITION AGREEMENTAcquisition Agreement • July 2nd, 2008 • Aegean Earth & Marine CORP • Heavy construction other than bldg const - contractors • Nevada
ACQUISITION AGREEMENT (this “Agreement”), dated as of February 29, 2008, is by and among AEGEAN EARTH AND MARINE CORPORATION, a Cayman Islands exempted company (the “Company”), AEGEAN EARTH S.A., a Greek corporation (“Aegean”), JOSEPH BRANDON CLANCY and KONSTANTINOS POLITES, the two (2) sole stockholders of Aegean (the “Aegean Stockholders”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties.”
CONSULTING AGREEMENTConsulting Agreement • July 2nd, 2008 • Aegean Earth & Marine CORP • Heavy construction other than bldg const - contractors
This Agreement is dated 25 February 2008 by and between Aegean Earth S.A. (“First Party”) located at Ave Syngrou, 312 Kallithea, 176 73 GR and Panayotis Goritsas of Issiodou, 32, Athens, 106 74 GR (“Second Party”), herein collectively referred to as the “Parties”.
Hellenic Solutions, Corporation Secured Note Purchase AgreementSecured Note Purchase Agreement • March 28th, 2011 • Hellenic Solutions Corp • Heavy construction other than bldg const - contractors • Texas
This Secured Note Purchase Agreement (the “Agreement”) is made as of March 23, 2011 (the “Effective Date”) by and among Hellenic Solutions, Corporation, a Cayman Island Exempt Company (the “Company”), and Access America Fund, LP, a Delaware Limited Partnership
VOTING AGREEMENT AND IRREVOCABLE PROXYVoting Agreement • February 17th, 2010 • Aegean Earth & Marine CORP • Heavy construction other than bldg const - contractors • New York
This VOTING AGREEMENT AND IRREVOCABLE PROXY (this “Agreement”) is entered into as of February 9, 2010, by and among Aegean Earth and Marine Corporation, a Cayman Islands corporation (the “Corporation”), and the shareholders of the Corporation who are listed on the signature pages hereto (collectively, the “Shareholders” and each individually, a “Shareholder”).
MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • July 2nd, 2008 • Aegean Earth & Marine CORP • Heavy construction other than bldg const - contractors
BOD Minutes dated 20 January 2005, published in the 828/2005 Government Gazette Issue. For the execution of these presents, Mr. Goritsas acts under authorization provided by virtue of the Company’s Board of Directors Minutes of 20 January 2005 and 31 August 2007, the latter being referred to henceforth either as “EMPEDOS” and/or as “Business” and/or as “Company.”
MAKE GOOD ESCROW AGREEMENTMake Good Escrow Agreement • February 17th, 2010 • Aegean Earth & Marine CORP • Heavy construction other than bldg const - contractors • New York
THIS MAKE GOOD ESCROW AGREEMENT (this “Agreement”), dated as of February 9, 2010, is entered into by and among Aegean Earth and Marine Corporation, a Cayman Islands corporation (the “Company”), each of the purchasers who are purchasing securities of the Company pursuant to the Purchase Agreement (as defined below), and whose names are set forth on Addendum A hereto (the “Purchasers”), each of the holders of Company Exchange Preference Shares (as defined below), who acquired their respective shares thereof in the Acquisition, and whose names appear on Addendum B hereto (the “Shareholders”) and Gusrae, Kaplan, Bruno & Nusbaum PLLC, having an office at 120 Wall Street, New York, New York 10005 (the “Escrow Agent”).
