SHARE EXCHANGE AGREEMENTShare Exchange Agreement • July 16th, 2012 • AWG International Water Corp • Water supply • Washington
The Selling Shareholders are the registered and beneficial owners of all 1,160,514 issued and outstanding common shares in the capital of Priveco;
STOCK OPTION AGREEMENT AWG INTERNATIONAL WATER CORPORATIONStock Option Agreement • July 25th, 2013 • AWG International Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip
The Board of Directors of the Company (the “Board”) has approved and adopted the 2012 Stock Option Plan (the “Plan”), pursuant to which the Board is authorized to grant to employees and other selected persons stock options to purchase common shares of the Company (the “Common Stock”);
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 15th, 2016 • Ambient Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof between the Company and the Buyer (the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 15th, 2016 • Ambient Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip • Illinois
This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated April 7, 2016, by and between Ambient Water Corporation, a Nevada corporation, with its principal place of business at 7721 East Trent Avenue, Spokane, WA 99212 (the "Company"), and River North Equity LLC, an Illinois limited liability company, with its principal place of business at 360 West Hubbard Street, Unit 2801 Chicago, Illinois 60654 (the "Buyer"), (together the "Parties"). Capitalized terms used in this Agreement and not otherwise defined shall have the meanings ascribed to them in Article 1.
ASSIGNMENT FOR THE BENEFIT OF CREDITORS (RCW 7.08 et seq.)Assignment for the Benefit of Creditors • February 20th, 2018 • Ambient Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip
THIS ASSIGNMENT is made this 20th day of February 2018, by and between Ambient Water, Inc., P.O. Box 119, Liberty Lake, Washington 99019, formerly located at 7721 East Trent Avenue, Spokane Valley, Washington 99212 (hereinafter “Assignor”), and Barry W. Davidson, whose address is 601 West Riverside Avenue, Suite 1550, Spokane, Washington 99201 (hereinafter “Assignee”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 2nd, 2008 • MIPSolutions, Inc. • Water supply • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into to be effective as of September 1, 2008 by and between MIP Solutions, Inc., a Nevada corporation (the “Company”), and Rocky Richard Arnold (the “Executive”).
LICENSE AGREEMENT BETWEEN EVEREST WATER, LTD & CANAMERA MANAGEMENT, INC.License Agreement • September 18th, 2012 • AWG International Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip
The parties to this Agreement are Everest Water Ltd, having a mailing address of P. O. Box N-609 Maude Beatrice House 35 Village Road Nassau, Bahamas (hereinafter Licensor), and Canamera Management, Inc., having a mailing address of Orillia & Guardia, Obarrio, Torreada Technologies Piso 7, Panama city, City, Republic of Panama (hereinafter licensee).
LICENSE AGREEMENTLicense Agreement • April 5th, 2007 • MIPSolutions, Inc. • Maryland
This Agreement is between The Johns Hopkins University, a corporation of the State of Maryland, acting through its Applied Physics Laboratory having a place of business at 11100 Johns Hopkins Road, Laurel, MD 20723-6099 (hereinafter “JHU/APL”) and MIPSolutions, Inc., a Nevada corporation, having a place of business at 1117 Desert Lane, Suite 1592, Las Vegas, NV 89102 (hereinafter “COMPANY”).
DECLARATION OF ASSIGNMENTTechnology License Agreement • November 20th, 2012 • AWG International Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip
FINANCIAL ADVISORY AGREEMENTFinancial Advisory Agreement • May 10th, 2012 • MIPSolutions, Inc. • Water supply • Nevada
This Financial Advisory Agreement (the "Agreement) is made effective this 1st day of October, 2011, by and between (i) MIP Solutions, Inc., a Nevada corporation (herein after “MIPS” or “Company”), and (ii) 7721 E Trent, LLC, a Washington Limited Liability Company (herein after as “LLC”), with respect to the following facts:
ContractCommon Stock Warrant • May 10th, 2012 • MIPSolutions, Inc. • Water supply • Nevada
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAW, AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF OR EXERCISED UNLESS (i) A REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS Will HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (ii) AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE IN CONNECTION WITH SUCH OFFER, SALE OR TRANSFER. AN INVESTMENT IN THESE SECURITIES INVOLVES A HIGH DEGREE OF RISK. HOLDERS MUST RELY ON THEIR OWN ANALYSIS OF THE INVESTMENT AND ASSESSMENT OF THE RISKS INVOLVED.
CONSULTING AGREEMENTConsulting Agreement • February 8th, 2013 • AWG International Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip • Washington
This Consulting Agreement ("Agreement”), dated the 5th day of February, 2013, is by and between AWG International Water Corporation (“AWGI” or “Company”), a Nevada corporation, and Frontier Mutual, LLC (“LLC”), a Washington Limited Liability Company, with respect to the following facts:
MUTUAL TERMINATION AGREEMENTMutual Termination Agreement • August 13th, 2010 • MIPSolutions, Inc. • Water supply • Maryland
WHEREAS, The Johns Hopkins University, acting through its Applied Physics Laboratory ("JHU/APL"), and MIP Solutions, Inc. ("COMPANY"), entered into a License Agreement effective January 23, 2006, as amended by: Amendment No. 1 effective February 1, 2007, Amendment No. 2 effective September 12, 2007, Amendment No. 3 effective December 27, 2007, Amendment No. 4 effective April 28, 2008, E-mail dated February 28, 2008 from E. Hunton to H. Curran, subject: RE:: Official election of Improvements to License Agreement (2415), and Amendment No. 5 effective October 13, 2008 (License Agreement, Amendments and E-mail collectively the “LICENSE”) as relates to the JHU/APL INTELLECTUAL PROPERTY, as defined therein;
SECURITY AGREEMENTSecurity Agreement • May 10th, 2012 • MIPSolutions, Inc. • Water supply • Washington
This Security Agreement (the "Agreement") is entered into this 29th day of September 2011, by, MIP Solutions, Inc., a Nevada corporation, ("Debtor") and Coghlan Family Corporation, a Washington corporation, ("Secured Party").
TERMINATION OF SECURITY AGREEMENTTermination of Security Agreement • July 16th, 2012 • AWG International Water Corp • Water supply
This Termination of Security Agreement (this “Agreement”) dated as of June 25, 2012, is made by and among COGHLAN FAMILY CORPORATION., a Washington corporation (“CFC or Secured Party”), and AWG INTERNATIONAL WATER CORPORATION, fka MIP SOLUTIONS, INC. (“ Debtor or AWGI”), a Nevada corporation, collectively, (the "Parties").
FORM OF PRIVATE LABEL AGREEMENTPrivate Label Agreement • November 20th, 2012 • AWG International Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip • Washington
This Agreement is entered into on this ____ day of _______________, _______, by and between AWGI International (hereinafter "AWGI") and ATW Co. Ltd. (hereinafter, "ATW") whereby AWGI desires to purchase the face lift model ("G2") of AD-5 Series air to water generators manufactured by ATW at its facility in Korea and under the AWGI International label.
Resignation & Separation AgreementResignation & Separation Agreement • March 21st, 2014 • AWG International Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip
Please accept this letter as my official notice and resignation as the Chief Financial Officer, effective March 16, 2014. I officially accept the termination package offered by the Company for previous services rendered, filing of the Company’s 10K, and an orderly transition of the accounting functions as follows:
ContractWarrant Agreement • May 10th, 2012 • MIPSolutions, Inc. • Water supply • Washington
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAW, AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF OR EXERCISED UNLESS (i) A REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS Will HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (ii) AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE IN CONNECTION WITH SUCH OFFER, SALE OR TRANSFER. AN INVESTMENT IN THESE SECURITIES INVOLVES A HIGH DEGREE OF RISK. HOLDERS MUST RELY ON THEIR OWN ANALYSIS OF THE INVESTMENT AND ASSESSMENT OF THE RISKS INVOLVED.
VOID AFTER 5:00 P.M., EASTERN TIME, ON DATE ______________Common Stock Purchase Warrant • April 5th, 2007 • MIPSolutions, Inc. • Nevada
THIS WARRANT AND THE SHARES OF COMMON STOCK UNDERLYING THIS WARRANT (COLLECTIVELY, THE "SECURITIES") HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION UNDER SUCH ACT OR IN A TRANSACTION THAT, IN THE OPINION OF COUNSEL REASONABLY SATISFACTORY TO MIP SOLUTIONS, INC., QUALIFIES AS AN EXEMPT TRANSACTION UNDER SUCH ACT AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER.
PATENT ASSIGNMENTPatent Assignment • November 20th, 2012 • AWG International Water Corp • Air-cond & warm air heatg equip & comm & indl refrig equip
WHEREAS, AWG International, Inc., a Nevada corporation, ("Assignor") owns all right, title and interest in and to the following patents, applications and all inventions and technology described thereby (collectively the "Patents"):
