ContractSecurities Agreement • November 23rd, 2009 • Aria International Holdings, Inc. • Services-engineering services • North Carolina
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 18th, 2009 • Aria International Holdings, Inc. • Asphalt paving & roofing materials • Nevada
This Executive Employment Agreement (“Agreement”) is made and entered into effective as of this 3rd day of March 2009 by and between TriCord Hurricane Holdings, Inc., a Nevada Corporation, hereafter (the “Company”), and Michael A. Crosby, hereafter (the “Executive”). The Company and Executive shall each be referred to individually as a “Party” and collectively as the “Parties”).
SUBORDINATION AGREEMENTSubordination Agreement • November 23rd, 2009 • Aria International Holdings, Inc. • Services-engineering services
This Subordination Agreement (this “Agreement”) dated September 8, 2009, is between the undersigned (the “Creditor”), and Brent P. W. Burgess, John William Fox, Cary Benton Nordan, Jeffrey Guy Tennyson, and Doug Vaughn (collectively referred to herein as “Lender”).
SUBSCRIPTION AGREEMENTSubscription Agreement • February 14th, 2008 • TriCord Hurricane Holdings, Inc. • New York
SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the last date set forth on the signature page hereof between TriCord Hurricane Holdings, Inc., a Nevada corporation. (the “Company”), and the undersigned (the “Subscriber”).
LOAN AND STOCK PURCHASE AGREEMENTLoan and Stock Purchase Agreement • January 8th, 2010 • Aria International Holdings, Inc. • Services-engineering services • Nevada
Regent Private Capital, LLC, an Oklahoma limited liability company (“Regent”) hereby agrees to provide to Aria International Holdings, Inc., a Nevada corporation (the “Company”) a loan in the principal amount of $200,000 and to subscribe for and purchase an aggregate of six million (6,000,000) shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) upon the terms and conditions set forth herein:
AGREEMENT AND PLAN OF MERGERMerger Agreement • March 9th, 2009 • TriCord Hurricane Holdings, Inc. • Asphalt paving & roofing materials
TRICORD HURRICANE HOLDINGS, INC., a corporation formed pursuant to the laws of the State of Nevada and having an office for business located at 2511 South Cincinnati Ave., Tulsa, OK 74114
SUBSIDIARY GUARANTYSubsidiary Guaranty • November 23rd, 2009 • Aria International Holdings, Inc. • Services-engineering services
In consideration of the loan from certain lenders (each individually and collectively “Lender”) to Aria International Holdings, Inc., a Nevada corporation (“Borrower”), under the First Amended Note and Warrant Purchase Agreement dated as of September 9, 2009 (as the same may be amended, modified or supplemented from time to time, the “Purchase Agreement”; capitalized terms used herein and not otherwise defined have the meanings assigned to them in the Purchase Agreement), each of Aria International Incorporated, and TriCord Hurricane Products, Inc., each a wholly owned subsidiary of Borrower (each individually and collectively “Guarantor”), unconditionally and irrevocably guarantees (i) payment of all amounts Borrower owes Lender under the Purchase Agreement and (ii) Borrower’s performance of the Purchase Agreement and any other instruments, documents or agreements, as amended from time to time, now or hereafter evidencing the amounts owed by Borrower to Lender. The Purchase Agreement,
SUBSCRIPTION AGREEMENTSubscription Agreement • February 16th, 2010 • Aria International Holdings, Inc. • Services-engineering services • Nevada
This Subscription Agreement (this “Agreement”) is made as of the date set forth on the signature page of this Agreement by and between ARIA INTERNATIONAL HOLDINGS, INC., a Nevada corporation with an address at 4821 29th Street North, Arlington, Virginia 22207 (the “Company”), and each party who is a signatory hereto (individually, a “Subscriber” and collectively with other signatories of similar subscription agreements entered into in connection with the Offering described below, the “Subscribers”).
FIRST AMENDED NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • November 23rd, 2009 • Aria International Holdings, Inc. • Services-engineering services • North Carolina
This First Amended Note and Warrant Purchase Agreement, dated as of September 9, 2009 (the “Agreement”), is entered into by and among Aria International Holdings, Inc., a Nevada corporation (the “Company”), and the purchasers listed on the Schedule of Purchasers attached to this Agreement as Exhibit A (each a “Purchaser” and collectively, the “Purchasers”).
EXCHANGE AGREEMENTExchange Agreement • February 14th, 2008 • TriCord Hurricane Holdings, Inc. • New York
This EXCHANGE AGREEMENT, dated as of February 13, 2008 (this “Agreement”), is by and among TriCord Hurricane Holdings, Inc., a Nevada corporation (“THH”), TriCord Hurricane Products, Inc. (“THH”), the holders of THP common stock listed on Schedule A annexed hereto (the “Shareholders”).
PLAN OF CONVERSION OF TRICORD HURRICANE PRODUCTS LLC (the Constituent Entity) AND TRICORD HURRICANE PRODUCTS, INC. (the Resulting Entity)Plan of Conversion • February 14th, 2008 • TriCord Hurricane Holdings, Inc.
