Third Addendum to Forbearance and Note Amendment AgreementForbearance and Note Amendment Agreement • July 15th, 2016 • Generation Zero Group, Inc. • Services-computer processing & data preparation
This Third Addendum to Forbearance and Note Amendment Agreement (this “Agreement”) is entered into by and among GENERATION ZERO GROUP, INC., a Nevada corporation (“Generation Zero” or the “Company”), and PHOENIX RESTRUCTURING, INC., a Delaware corporation (“Collateral Agent”), on behalf of and as Collateral Agent for holders of GZ Notes and for FIND.COM URL HOLDING, LLC, a Georgia limited liability company (“URL Holding”).
SECURITY AGREEMENTSecurity Agreement • July 12th, 2010 • Generation Zero Group, Inc. • Crude petroleum & natural gas • Georgia
THIS SECURITY AGREEMENT (this “Agreement”), dated as of _________, 2010, by and among Generation Zero Group, Inc., a Nevada corporation (the “Company” of “Debtor”) and Scientigo, Inc., a Delaware Corporation, as collateral agent (the “Collateral Agent”) for the benefit of the holders of the Notes (defined below) and their respective endorsees, transferees and assigns (collectively, the “Secured Party” or “Secured Parties”). Each of the holders of the Notes and their respective endoresees, transferees and assigns is a Secured Party under this Agreement, but each Secured Party may act under this Agreement only through the Collateral Agent and actions or consents which may be granted under this Agreement by the Secured Party are taken or granted exclusively by the Collateral Agent or its successor in interest. The Secured Parties have authorized the Collateral Agent to act on their behalf, and for their benefit, as Collateral Agent under this Agreement.
GENERATION ZERO GROUP, INC. Stock Option AgreementStock Option Agreement • September 19th, 2014 • Generation Zero Group, Inc. • Crude petroleum & natural gas • North Carolina
GENERATION ZERO GROUP, INC. (the “Company”), for value received, hereby agrees to issue common stock purchase options entitling [________________] (“Holder” or the “Option Holder”) to purchase an aggregate of [________________] shares of the Company’s common stock (“Common Stock”). Such option is evidenced by option certificates in the form attached hereto as Schedule 1a, Schedule 1b, Schedule 1c and Schedule 1d (such instrument being hereinafter referred to as an “Option,” and such Option and all instruments hereafter issued in replacement, substitution, combination or subdivision thereof being hereinafter collectively referred to as the “Option”). The Option is issued in consideration for services rendered and to be rendered to the Company and evidences the grant of the Option to the Holder by the Board of Directors of the Company on [________________] (the “Grant Date”) pursuant to and in connection with the Company’s 2014 Stock Incentive Plan. The number of shares of Common Stock p
Forbearance and Note Amendment AgreementForbearance and Note Amendment Agreement • December 10th, 2010 • Generation Zero Group, Inc. • Crude petroleum & natural gas
This Forbearance and Note Amendment Agreement (this “Agreement”) is entered into by and among Generation Zero Group, Inc., a Nevada corporation (“Generation Zero” or the “Company”), Scientigo, Inc., a Delaware corporation (“Scientigo” or “Collateral Agent”), on behalf of and as Collateral Agent for holders of GZ Notes, and Find.com URL Holding, LLC, a Georgia limited liability company (“URL Holding”).
ASSIGNMENT OF MEMBERSHIP INTERESTSAssignment of Membership Interests • December 24th, 2007 • Velocity Oil & Gas, Inc. • Crude petroleum & natural gas
This Assignment of Membership Interests (this “Assignment”), dated this 8th day of November, 2007, is by and between Entek USA Inc., a Delaware corporation (“Assignor”), and Velocity Oil & Gas Inc., a Nevada corporation (“Assignee”). Assignor and Assignee are collectively referred to herein as the “Parties”, and are sometimes referred to individually as a “Party.”
GENERATION ZERO GROUP, INC. CONSULTING AGREEMENTConsulting Agreement • May 8th, 2014 • Generation Zero Group, Inc. • Crude petroleum & natural gas • North Carolina
THIS CONSULTING AGREEMENT (this “Agreement”) is made this 30th day of April, 2014 to be effective January 1, 2014 (the “Effective Date”), between Generation Zero Group, Inc., a Nevada corporation (the “Company”, provided that each reference to the Company below, unless otherwise stated or the context requires otherwise, shall include a reference to Find.com, Inc., and the Company’s other subsidiaries), and Brian Waldo, an individual (“Consultant”) (each of Company and Consultant is referred to herein as a “Party,” and collectively referred to herein as the “Parties”).
ASSIGNMENT OF PRODUCTION PAYMENTAssignment of Production Payment • December 24th, 2007 • Velocity Oil & Gas, Inc. • Crude petroleum & natural gas
THIS ASSIGNMENT OF PRODUCTION PAYMENT (the "Assignment"), dated this 9th day of November, 2007, is from South Marsh LLC, a Delaware limited liability company ("Assignor"), whose mailing address is 595 Howe Street, Suite 323, Vancouver, BC, Canada V6C 2T5, to Entek USA Inc., a Delaware corporation ("Assignee"), whose address is 5847 San Felipe, Suite 3275, Houston, TX 77057.
GENERATION ZERO GROUP, INC. CONSULTING AGREEMENTConsulting Agreement • May 8th, 2014 • Generation Zero Group, Inc. • Crude petroleum & natural gas • North Carolina
THIS CONSULTING AGREEMENT (this “Agreement”) is made this 30th day of April, 2014 to be effective January 1, 2014 (the “Effective Date”), between Generation Zero Group, Inc., a Nevada corporation (the “Company”, provided that each reference to the Company below, unless otherwise stated or the context requires otherwise, shall include a reference to Find.com, Inc., and the Company’s other subsidiaries), and Christine B. Cheney, an individual (“Consultant”) (each of Company and Consultant is referred to herein as a “Party,” and collectively referred to herein as the “Parties”).
PURCHASE AND SALE AGREEMENT BY AND BETWEEN ENTEK USA INC. AS SELLER AND VELOCITY OIL & GAS INC. AS BUYER DATED NOVEMBER 8, 2007Purchase and Sale Agreement • December 24th, 2007 • Velocity Oil & Gas, Inc. • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement (this “Agreement”) is made and entered into this 8th day of November 2007, by and between Entek USA Inc., a Delaware corporation (“Seller”), and Velocity Oil & Gas Inc., a Nevada corporation (“Buyer”). Seller and Buyer are collectively referred to herein as the “Parties”, and are sometimes referred to individually as a “Party.”
EXCLUSIVE ASSIGNMENT OF SUPPLIER SERVICE AGREEMENTExclusive Assignment of Supplier Service Agreement • November 24th, 2010 • Generation Zero Group, Inc. • Crude petroleum & natural gas • New York
Background. This Assignment represents the rights and responsibilities of the parties regarding the assignment of the exclusive right to fulfill the Beeline Supplier Services
ContractAmendment to Promissory Note • January 25th, 2013 • Generation Zero Group, Inc. • Crude petroleum & natural gas
This Agreement is entered into as of April 16, 2012 by and between Gerald Modesitt Trust U/A/D 12/9/83 (“Trust”) and Generation Zero Group, Inc. (“GNZR”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 12th, 2010 • Generation Zero Group, Inc. • Crude petroleum & natural gas • Georgia
This Asset Purchase Agreement (this “Agreement”) is made and entered into on the __ day of June, 2010, by and between Scientigo, Inc, a Delaware corporation (the “Seller” or “Scientigo”), and Generation Zero Group, Inc., a Nevada company (the “Purchaser” or “Company”), each a “Party” and collectively the “Parties.”
ASSIGNMENT OF MEMBERSHIP INTERESTS AGREEMENTAssignment of Membership Interests Agreement • January 25th, 2013 • Generation Zero Group, Inc. • Crude petroleum & natural gas • Georgia
This ASSIGNMENT OF MEMBERSHIP INTERESTS AGREEMENT (hereinafter called this "Assignment"), is effective as of December 31, 2011 by and between Jeffrey Sisk ("Assignee") and Generation Zero Group, Inc. ("Assignor"), a Nevada corporation.
SECURITY AGREEMENTSecurity Agreement • February 14th, 2011 • Generation Zero Group, Inc. • Crude petroleum & natural gas • Georgia
THIS SECURITY AGREEMENT (this “Agreement”), dated as of February 1, 2011, by and among MedicalWork, LLC, a Georgia limited liability company (“MedicalWork”), and Generation Zero Group, Inc., a Nevada corporation (“GNZR”) (jointly and severally known as the “Company”) and JEFFREY E. SISK, an individual resident of the state of Florida (the “Secured Party”). Each holder of the Note and their respective endoresees, transferees and assigns is a Secured Party under this Agreement. (GNZR and MedicalWork are also referred to herein together as the “Debtor”).
ACKNOWLEDGEMENT OF PROMISSORY NOTE TERMSAcknowledgement of Promissory Note Terms • April 14th, 2010 • Generation Zero Group, Inc. • Crude petroleum & natural gas
This Acknowledgement of Promissory Note Terms (this “Agreement”) is entered into by and between Cascata Equity Management, Inc. (“Cascata”) and Generation Zero Group, Inc., formerly Velocity Oil and Gas, Inc. (“Generation Zero”), each a “Party” and collectively the “Parties”.
ACKNOWLEDGEMENT OF PROMISSORY NOTE TERMSAcknowledgement of Promissory Note Terms • April 14th, 2010 • Generation Zero Group, Inc. • Crude petroleum & natural gas
This Acknowledgement of Promissory Note Terms (this “Agreement”) is entered into by and between Seven Palm Investments, LLC (“Seven Palm”) and Generation Zero Group, Inc., formerly Velocity Oil and Gas, Inc. (“Generation Zero”), each a “Party” and collectively the “Parties”.
RECITALS:Promissory Note Amendment • January 25th, 2013 • Generation Zero Group, Inc. • Crude petroleum & natural gas
NOW THEREFORE, in consideration of the above recitals and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
ASSIGNMENTAssignment • November 10th, 2008 • Velocity Oil & Gas, Inc. • Crude petroleum & natural gas
This ASSIGMENT is made and entered into by and between Ridgelake Energy, Inc., a Louisiana corporation, whose mailing address is 3636 N. Causeway Blvd., Suite 300, Metairie, Louisiana 70002-7216, Offset Leo LLC, a Delaware limited liability company, whose mailing address is 3500 Washington Ave., Suite 200, Houston, TX 77007, and South Marsh LLC, a Delaware corporation, whose mailing address is 3500 Washington Ave, Suite 200, Houston TX 77007. (Ridgelake Energy, Inc. is sometimes hereinafter referred to as “ASSIGNOR.” Offset Leo LLC and South Marsh LLC are sometimes hereinafter jointly referred to as “ASSIGNEE.”)
Note Termination AgreementNote Termination Agreement • November 22nd, 2010 • Generation Zero Group, Inc. • Crude petroleum & natural gas
This Note Termination Agreement ("Agreement") is made as of October 23, 2010 by and between Generation Zero Group, Inc., ("GNZR") a Nevada corporation and Seven Palm Investments, LLC ("SPI"). SPI and GNZR are together referred to as the "Parties".
AMENDMENT TO AMENDED AND RESTATED PARTICIPATION AGREEMENTParticipation Agreement • December 24th, 2007 • Velocity Oil & Gas, Inc. • Crude petroleum & natural gas
This Amendment to Amended and Restated Participation Agreement (the “Agreement”) is made and entered into this 28th day of September, 2007, by and between Ridgelake Energy, Inc. a Louisiana corporation, whose mailing address is 3636 N. Causeway Blvd., Metairie, LA 70002-7216, sometimes hereinafter referred to as "Ridgelake", GulfX, LLC, a Delaware limited liability company, whose mailing address is 15 Rheola Street, West Perth, Western Australia 6005, Australia, sometimes hereinafter referred to as “GulfX,” and South Marsh LLC, a Delaware limited liability company, whose mailing address is 15 Rheola Street, West Perth, Western Australia 6005, Australia, sometimes hereinafter referred to as “South Marsh.” GulfX and South Marsh are sometimes individually referred to herein as a “Participant” and collectively as the “Participants.” Ridgelake, GulfX and South Marsh are sometimes individually referred to herein as a “Party” or collectively as the “Parties.”
Retainer Agreement Between: Traction Consulting Pty Ltd and Velocity Oil & Gas, Inc. (the Company)Retainer Agreement • January 28th, 2009 • Velocity Oil & Gas, Inc. • Crude petroleum & natural gas
• The services will be provided under a Retainer Agreement between Velocity Oil & Gas and my personal company, Traction Consulting Pty Ltd.
FIRST ADDENDUM TO FORBEARANCE AND NOTE AMENDMENT AGREEMENTForbearance and Note Amendment Agreement • January 25th, 2013 • Generation Zero Group, Inc. • Crude petroleum & natural gas
This First Addendum to Forbearance and Note Amendment Agreement (this “Agreement”) is entered into by and among Generation Zero Group, Inc., a Nevada corporation (“Generation Zero” or the “Company”), Phoenix Restructuring Inc., a Delaware corporation (“Phoenix” or “Collateral Agent”), on behalf of and as Collateral Agent for holders of the GZ Notes (as defined below), and Find.com URL Holding, LLC, a Georgia limited liability company (“URL Holding”), each a “Party” and collectively the “Parties”.
ContractAmendment to Promissory Note • November 19th, 2013 • Generation Zero Group, Inc. • Crude petroleum & natural gas
This Agreement is entered into as of November 4, 2011 by and between Gerald Modesitt Trust U/A/D 12/9/83 (“Trust”) and Generation Zero Group, Inc. (“GNZR”).
Exhibit 10.3 August 29, 2007 Polaris Holdings, Inc. Suite 120, 2411 Fountainview Drive Houston TX 77057 Attention: Ingolf Grinde Dear Ingolf, Re: Acquisition & Participation Agreement Velocity Oil & Gas, Inc. (“Velocity”) and Polaris Holdings, Inc....Acquisition & Participation Agreement • October 1st, 2007 • Velocity Oil & Gas, Inc.
Velocity Oil & Gas, Inc. (“Velocity”) and Polaris Holdings, Inc. (“Polaris”) executed the above referred Agreement on or about August 8, 2007.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • July 12th, 2010 • Generation Zero Group, Inc. • Crude petroleum & natural gas • Georgia
THIS SHARE EXCHANGE AGREEMENT (this “Agreement”) is entered into as of this ____ day of June 2010, by and among Generation Zero Group, Inc., a Nevada corporation (the “Company”) and each of the members of Find.com URL Holding, LLC, a Georgia limited liability company (“URL Holding” and each such member is referred to as a “Buyer” and collectively as “Buyers”). To be effective, this Agreement must be signed by members of URL Holding holding at least 75% of the shares of URL Holding. The Company and each Buyer may be referred to as a “Party” and collectively as the “Parties”.
EMPLOYMENT AGREEMENTEmployment Agreement • February 14th, 2011 • Generation Zero Group, Inc. • Crude petroleum & natural gas • Georgia
This EMPLOYMENT AGREEMENT is made as of February 1, 2011 (“Effective Date”), by and between MEDICALWORK, LLC, a Georgia limited liability company (“Employer”), and JEFFREY E. SISK (“Executive”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • February 14th, 2011 • Generation Zero Group, Inc. • Crude petroleum & natural gas • Georgia
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into on the 1st day of February, 2011, by and among STAFFMD, INC., a Georgia corporation (“StaffMD”), JEFFREY E. SISK, an individual resident of the state of Florida and sole shareholder of StaffMD (“Shareholder”), GENERATION ZERO GROUP, INC., a Nevada corporation (“GNZR”), and MEDICALWORK, LLC, a Georgia limited liability company and wholly-owned subsidiary of GNZR (“MedicalWork”) (each a “Party” and collectively the “Parties”). StaffMD and MedicalWork are hereinafter sometimes referred to individually as a “Constituent Entity” and together as the “Constituent Entities.”
PLEDGE AGREEMENTPledge Agreement • January 25th, 2013 • Generation Zero Group, Inc. • Crude petroleum & natural gas
This PLEDGE AGREEMENT (this “Agreement”), dated as of December 31, 2011, is executed by JEFFREY SISK (the “Pledgor”) in favor of Generation Zero Group, Inc., a Nevada corporation (the “Pledgee”).
Acquisition & Participation AgreementAcquisition & Participation Agreement • October 1st, 2007 • Velocity Oil & Gas, Inc. • Texas
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 24th, 2010 • Generation Zero Group, Inc. • Crude petroleum & natural gas • Georgia
This Asset Purchase Agreement (this “Agreement”) is made and entered into on the __ day of April, 2010, by and among Find.com Acquisition, Inc., a Delaware corporation (the “Seller”), and Generation Zero Group, Inc., a Nevada company (the “Purchaser”), each a “Party” and collectively the “Parties.”
AMENDED AND RESTATED PARTICIPATION AGREEMENTParticipation Agreement • March 21st, 2008 • Velocity Oil & Gas, Inc. • Crude petroleum & natural gas • Louisiana
THIS AGREEMENT is made effective the 18th day of September , 2006, by and between Ridgelake Energy, Inc., GulfX, LLC, South Marsh LLC and Lion Limited LLC, herein referred to collectively as "Parties" and individually as "Party".
EXECUTED SEED CORN FIND AGREEMENTSeed Corn Find Agreement • November 13th, 2014 • Generation Zero Group, Inc. • Crude petroleum & natural gas
AMENDED AND RESTATED PARTICIPATION AGREEMENTParticipation Agreement • December 24th, 2007 • Velocity Oil & Gas, Inc. • Crude petroleum & natural gas • Louisiana
This Amended and Restated Participation Agreement (the “Agreement”) is made and entered into as of this 8th day of December, 2006, by and between Ridgelake Energy, Inc., a Louisiana corporation, whose mailing address is 3636 N. Causeway Blvd., Suite 300, Metairie, Louisiana 70002-7216, sometimes hereinafter referred to as “Ridgelake,” GulfX, LLC, a Delaware limited liability company, whose mailing address is 15 Rheola Street, West Perth, Western Australia 6005, Australia, sometimes hereinafter referred to as “GulfX,” and South Marsh LLC, a Delaware limited liability company, whose mailing address is 15 Rheola Street, West Perth, Western Australia 6005, Australia, sometimes hereinafter referred to as “South Marsh.” GulfX and South Marsh are sometimes individually referred to herein as a “Participant” and collectively as the “Participants.” Ridgelake, GulfX, and South Marsh are sometimes individually referred to herein as a “Party” or collectively as the “Parties.”
CONSULTING AGREEMENTConsulting Agreement • December 3rd, 2013 • Generation Zero Group, Inc. • Crude petroleum & natural gas • North Carolina
THIS CONSULTING AGREEMENT (this “Agreement”) is made this 25th day of November, 2013 to be effective July 22, 2013 (the “Effective Date”), between Generation Zero Group, Inc., a Nevada corporation (the “Company”), and Richard M. Morrell, an individual (“Consultant”) (each of Company and Consultant is referred to herein as a “Party,” and collectively referred to herein as the “Parties”).
Employment Agreement Waiver:Employment Agreement • January 25th, 2013 • Generation Zero Group, Inc. • Crude petroleum & natural gas
Mr. Jeffrey Sisk, President and Chief Executive Officer of MedicalWork, LLC, hereby waives all salary and bonus compensation specified in the Employment Agreement dated February 1, 2011 between Mr. Sisk and MedicalWork, LLC, effective with the payroll beginning April 16, 2011 and to continue until future reinstatement. All other terms of the employment agreement will remain in force as outlined.
