SUBSCRIPTION AGREEMENTSubscription Agreement • January 12th, 2010 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of January 6, 2010, by and between Clear Skies Solar, Inc., a Delaware corporation (the “Company”), and the subscribers listed on Schedule I hereto (the “Subscribers”).
CLEAR SKIES HOLDINGS, INC. FORM OF DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • December 26th, 2007 • Clear Skies Holdings Inc • Wholesale-groceries, general line • Delaware
This Director and Officer Indemnification Agreement, dated as of December __, 2007 (this “Agreement”), is made by and between Clear Skies Holdings, Inc., a Delaware corporation (the “Company”), and _______________ (the “Indemnitee”).
AGREEMENT OF MERGER AND PLAN OF REORGANIZATIONMerger Agreement • December 26th, 2007 • Clear Skies Holdings Inc • Wholesale-groceries, general line • New York
THIS AGREEMENT OF MERGER AND PLAN OF REORGANIZATION (this “Agreement”) is made and entered into on December 19, 2007, by and among CLEAR SKIES HOLDINGS, INC., a Delaware corporation (“Parent”), CLEAR SKIES ACQUISITION CORP., a Delaware corporation (“Acquisition Corp.”), which is a wholly-owned subsidiary of Parent, and CLEAR SKIES GROUP, INC., a New York corporation (the “Company”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 26th, 2007 • Clear Skies Holdings Inc • Wholesale-groceries, general line • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of December 20, 2007, is made by and between Clear Skies Holdings, Inc., a Delaware corporation (“Seller”), and each of Bobby Stanley, Joseph I. Lewis and Carlton Harlow (collectively, “Buyers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 6th, 2011 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • Utah
THIS SECURITIES PURCHASE AGREEMENT, dated as of March 31, 2011 (this “Agreement”), is entered into by and between CLEAR SKIES SOLAR, INC., a Delaware corporation (the “Company”), and ST. GEORGE INVESTMENTS, LLC, an Illinois limited liability company, its successors or assigns (the “Buyer”).
ContractWarrant Agreement • April 6th, 2011 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • Utah
THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SUCH ACT AND ANY APPLICABLE STATE SECURITIES LAW OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO CLEAR SKIES SOLAR, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
CLEAR SKIES SOLAR, INC. FORM OF INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • June 4th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • Delaware
This INCENTIVE STOCK OPTION AGREEMENT (the “Option Agreement”), dated as of the day of , 20 (the “Grant Date”), is between Clear Skies Solar, Inc., a Delaware corporation (the “Company”), and (the “Optionee”), a key employee of the Company or of a Subsidiary of the Company (a “Related Corporation”), pursuant to the Clear Skies Solar, Inc. 2009 Equity Incentive Plan (the “Plan”).
CLEAR SKIES SOLAR, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • June 4th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • Delaware
This NONQUALIFIED STOCK OPTION AGREEMENT (the “Option Agreement”), dated as of the day of , 20 (the “Grant Date”), is between Clear Skies Solar, Inc., a Delaware corporation (the “Company”), and (the “Optionee”), a consultant or advisor to the Company or a Subsidiary of the Company (a “Related Corporation”), pursuant to the Clear Skies Solar, Inc. 2009 Equity Incentive Plan (the “Plan”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 31st, 2008 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 19th day of March, 2008 by and between CLEAR SKIES SOLAR, INC., a Delaware corporation with offices at 5020 Sunrise Highway, Suite 227, Massapequa Park, New York 11762 (the “Company”), and THOMAS J. OLIVERI, an individual residing at 19 Arcadia Drive, Dix Hills, NY 11746 (“Executive”).
FORM OF STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 3rd, 2011 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces
This Stock Purchase Agreement (the “Agreement”), effective as of February 25, 2011, is entered into by and between ___________ (“Buyer”) and CLEAR SKIES SOLAR, INC. (the “Company”). The Buyer and the Company may be referred to here as the “parties”.
ContractRegistration Rights Agreement • December 26th, 2007 • Clear Skies Holdings Inc • Wholesale-groceries, general line
ContractLease Agreement • June 24th, 2008 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • Delaware
LEASE between HUB PROPERTIES TRUST, a Maryland real estate investment trust, as Landlord and CLEAR SIGES SOLAR, INC., a Delaware corporation, as Tenant 200 Old Country Road Mineola, New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 19th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of the 13th day of November, 2009, by and among Carbon 612 Corporation, a Delaware corporation (the “Company”), and the purchasers listed on the signature page hereto (collectively, the “Purchasers”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • December 19th, 2007 • Clear Skies Holdings Inc • Wholesale-groceries, general line • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of December 13, 2007 (the “Agreement”), between BIP Oil, Inc., a Nevada corporation (the “Corporation”), and Clear Skies Holdings, Inc., a Delaware corporation (the “Subsidiary”).
AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONSTransfer and Assumption Agreement • December 26th, 2007 • Clear Skies Holdings Inc • Wholesale-groceries, general line • Delaware
This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of December 20, 2007, by Clear Skies Holdings, Inc., a Delaware corporation (“Assignor”), and BIP Holdings, Inc., a Delaware corporation and a wholly-owned subsidiary of Assignor (“Assignee”).
AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONSAgreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations • November 19th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of November 13, 2009, by Clear Skies Solar, Inc., a Delaware corporation (“Assignor”), and Carbon 612 Corporation, a Delaware corporation and a wholly-owned subsidiary of Assignor (“Assignee”).
CLEAR SKIES SOLAR, INC. 2007 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • July 28th, 2008 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • Delaware
This NONQUALIFIED STOCK OPTION AGREEMENT (the “Option Agreement”), dated as of the 5th day of March, 2008 (the “Grant Date”), is between Clear Skies Solar, Inc., a Delaware corporation (the “Company”), and Econ Corporate Services (the “Optionee”), a director, officer or employees of, or consultant or advisor to, the Company or a Subsidiary of the Company (a “Related Corporation”), pursuant to the Clear Skies Solar, Inc. 2007 Equity Incentive Plan (the “Plan”).
Clear Skies Group, Inc. CONTRACT FOR CONSULTING SERVICESContract for Consulting Services • July 29th, 2008 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
Clear Skies Group, Inc., a New York corporation (the “Company”), having an office at 5020 Sunrise Highway, Suite 227, Massapequa Park, NY, 11762, and Joseph Abrams, an individual with the business address set forth above (“Consultant”), hereby agree as follows:
AMENDMENTLegal Retainer Amendment • May 20th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
This Amendment, dated as of May 18, 2009 (this “Amendment”), by and between Clear Skies Solar, Inc. (the “Company”) and Sichenzia Ross Friedman Ference LLP (“SRFF”), has been executed for the purpose of amending that certain legal retainer letter dated March 31, 2009, between the Company and SRFF (the “Letter Agreement”).
Clear Skies Solar, Inc.Services Agreement • December 14th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
CLEAR SKIES GROUP, INC. PLACEMENT AGENT AGREEMENT Dated: November 14, 2007Placement Agent Agreement • December 26th, 2007 • Clear Skies Holdings Inc • Wholesale-groceries, general line • New York
Clear Skies Solar, Inc. Mineola, New York 11501-4241 January 20, 2010Subscription Agreement • January 27th, 2010 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
Reference is hereby made to those certain Subscription Agreements, dated as of July 28, 2009, as of September 16, 2009, as amended on October 27, 2009 and January 6, 2010 (each a “Subscription Agreement” and collectively, the “Subscription Agreements”), by and among Clear Skies Solar, Inc., a Delaware corporation (the “Company”), and each individual or entity identified on the signature pages thereto (each, including its successors and assigns, a “Subscriber” and, collectively, the “Subscribers”). Capitalized terms used in this letter agreement and not otherwise defined shall have the meanings ascribed to them in the Subscription Agreements.
AMENDMENT TO CONSULTING AGREEMENT DATED MAY 8, 2009Consulting Agreement • May 13th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
Pursuant to a consulting agreement dated May 8, 2009 (the “Agreement”) between Clear Skies Solar, Inc. (the “Company”) and Barry Honig (the “Consultant”), the Company is engaging the Consultant to provide certain Services in consideration for 4,000,000 Consulting Shares. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Agreement.
CLIENT SERVICE AGREEMENTClient Service Agreement • May 23rd, 2008 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • Texas
AGREEMENT (the “Agreement”) made as of the 10th day of October, 2007 by and between Clear Skies Group. (“the Client”) and PR Financial Marketing, LLC (“PRF”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 21st, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of September 16, 2009, by and between Clear Skies Solar, Inc., a Delaware corporation (the “Company”), and the subscribers listed on Schedule I hereto (the “Subscribers”).
AGREEMENTLegal Services Agreement • September 21st, 2010 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces
This Agreement is entered into as of April 1, 2010 (the “Agreement”), by and between Clear Skies Solar, Inc. (the “Company”) and J. Ceasar Galarza (“JCG”), for the purpose of JCG providing legal services to the Company.
PROPOSAL AND PROFESSIONAL SERVICES AGREEMENT BETWEEN Clear Skies Solar, Inc. ANDProfessional Services • December 14th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
This AGREEMENT is made and entered into as of December 1, 2009 by and between Clear Skies Solar Inc. (“Clear Skies Solar,” or “CSKH,” or the “Company”), having its principal office at 200 Old Country Road Suite 610 Mineola, NY 11501 and _________, (hereinafter called “Consultant”), an individual having his principal place of business at _________, and for limited purposes the Other Persons named below.
COMPENSATION AGREEMENTCompensation Agreement • May 20th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces
This Compensation Agreement is dated as of March 31, 2009 between Clear Skies Solar, Inc., a Delaware corporation (the “Company”), and Harvey Kesner (the “Consultant”).
SETTLEMENT AGREEMENT AND MUTUAL RELEASESettlement Agreement • December 26th, 2007 • Clear Skies Holdings Inc • Wholesale-groceries, general line • Washington
THIS SETTLEMENT AGREEMENT AND MUTUAL RELEASE ("Agreement") is entered into as of the 30th day of August, 2007, by and between ALPHA ENERGY ("Alpha"), CLEAR SKIES GROUP, INC. ("Clear Skies"), and QUIXOTIC SYSTEMS, INC. ("Quixotic"). For the purposes of this Agreement, the term "Alpha" shall be defined to include Alpha Energy, Alpha Technologies Services, Inc. as well as all other Alpha Group entities. All of the above referenced entities and individuals shall be referred to collectively as the "Parties."
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • May 13th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
THIS CONSULTING SERVICES AGREEMENT (the "Agreement") is entered into on April 30, 2009 between Clear Skies Solar, Inc, (CSKHE) ("Company"), having its principle address at 200 Old Country Road, Suite 610, Mineola, NY 11501 and Ice Cold Stocks or nominee Kim Davis - to whom the stock is to be assigned - having its principal address at 9060 Equuis Circle, Boynton Beach FL 33437 ("Consultant").
SECURITY AGREEMENTSecurity Agreement • May 13th, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
AGREEMENTConversion Agreement • August 5th, 2010 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces
Clear Skies Solar, Inc. (the “Company”) and Alpha Capital Anstalt (the “Holder”) agree that the Holder is entitled to receive shares of common stock of the Company upon conversion of outstanding promissory notes issued by the Company to the Holder in the aggregate principal amount of $275,000 (the “Notes”). The Holder shall expeditiously convert the entire outstanding amount of the Notes (principal and interest), provided, however, the Holder may convert the Notes in such a manner so that the Holder and its affiliates will not at any time beneficially own more than 9.99% of the outstanding shares of common stock of the Company without violating this Agreement. Beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulation 13d-3 thereunder. The Holder may waive the limitation described herein, in whole or in part, effective 61 days following written notice to the Company. Subject to the foregoing, the Holder s
FORM OF NOTE PURCHASE AGREEMENTNote Purchase Agreement • December 26th, 2007 • Clear Skies Holdings Inc • Wholesale-groceries, general line • New York
This Note Purchase Agreement (this “Agreement”), dated as of November 7, 2007 (the “Closing Date”) by and between Clear Skies Group, Inc, a New York corporation (the “Company”) and ___________ (“Lender”).
Clear Skies Solar, Inc. Mineola, New York 11501-4241 October 27, 2009Subscription Agreement • November 3rd, 2009 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
Reference is hereby made to those certain Subscription Agreements, dated as of May 8, 2009, July 28, 2009 and September 16, 2009 (each a “Subscription Agreement” and collectively, the “Subscription Agreements”), by and among Clear Skies Solar, Inc., a Delaware corporation (the “Company”), and each individual or entity identified on the signature pages thereto (each, including its successors and assigns, a “Subscriber” and, collectively, the “Subscribers”). Capitalized terms used in this letter agreement and not otherwise defined shall have the meanings ascribed to them in the Subscription Agreements and Transaction Documents.
Clear Skies Group, Inc. CONTRACT FOR CONSULTING SERVICESContract for Consulting Services • July 28th, 2008 • Clear Skies Solar, Inc • Heating equipment, except electric & warm air furnaces • New York
Clear Skies Group, Inc., a New York corporation (the “Company”), having an office at 5020 Sunrise Highway, Suite 227, Massapequa Park, NY, 11762, and Joseph Abrams, an individual with the business address set forth above (“Consultant”), hereby agree as follows:
