AMENDED AND RESTATED STANDBY EQUITY DISTRIBUTION AGREEMENTStandby Equity Distribution Agreement • June 15th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations • New Jersey
THIS AMENDED AND RESTATED STANDBY EQUITY DISTRIBUTION AGREEMENT dated as of June 13, 2012 (this “Agreement”) is between YA GLOBAL MASTER SPV LTD., a Cayman Islands exempt limited partnership (the “Investor”), and AMERICAN POWER CORP., a corporation organized and existing under the laws of the State of Nevada (the “Company”).
ContractPrivate Placement Subscription Agreement • June 30th, 2010 • American Power Corp. • Perfumes, cosmetics & other toilet preparations • Nevada
THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE "SUBSCRIPTION AGREEMENT") RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").
MINERAL BUY AND SELL AGREEMENTMineral Buy and Sell Agreement • April 5th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This Mineral Buy and Sell Agreement (hereinafter referred to as the “Mineral Agreement”) made and entered into as of this 4th day of February, 2010, by and between Russell B. Pace, Jr. (hereinafter referred to as the “Seller”), and Future Gas Holdings, Ltd (hereinafter referred to as the “Buyer”)
QUIT CLAIM MINERAL DEEDQuit Claim Mineral Deed • April 14th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This property comes with all tenements, hereditaments, and appurtenances thereto belonging and also all of the estate, right, title, interest, property, possession, claim and demand whatsoever, as well in law as in equity, of the Grantor, of, in, or to the premises to have and to hold with the appurtenances unto Grantee and to its successors and assigns forever. This deed transfers all mineral rights (except Coal), all oil rights and all gas rights owned by Grantor in the property described on the attached Exhibit A.
AGREEMENT FOR THE PURCHASE OF COMMON STOCKPurchase Agreement • January 25th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This agreement for the purchase of common stock (the “Agreement”) is made this 20th day of November, 2009 by and between Andrea Mizushima (the “Seller”), and Johannes Petersen (the “Purchase”), and is for the purpose of setting forth the terms and conditions upon which the Seller will sell to the Purchaser 10,000 shares of common stock of Teen Glow Makeup, Inc. (the “Company”).
CONSULTING AGREEMENTConsulting Agreement • April 5th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This Consulting Agreement made and entered into as of this 4th day of February, 2010, by and between Russell B. Pace, Jr. (“Pace”) and Future Gas Holdings, Ltd (“Buyer”).
Regus Renewal AgreementRegus Renewal Agreement • October 16th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations
AGREEMENT FOR THE PURCHASE OF COMMON STOCKPurchase Agreement • January 25th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This agreement for the purchase of common stock (the “Agreement”) is made this 20th day of November, 2009 by and between Pamela Hutchinson (the “Seller”), and Johannes Petersen (the “Purchase”), and is for the purpose of setting forth the terms and conditions upon which the Seller will sell to the Purchaser 8,500,000 shares of common stock of Teen Glow Makeup, Inc. (the “Company”).
ASSIGNMENT AND ASSUMPTION OF COAL AGREEMENTAssignment and Assumption of Coal Agreement • April 5th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This Assignment and Assumption of Coal Agreement made and entered into as of this 31st day of March, 2010, by and between JBM Energy Company, LLC (“JBM”), Future Gas Holdings, Ltd (“Assignor”), and Teen Glow Makup, Inc., a corporation organized under the laws of the State of Nevada, (“Assignee”),
CLOSING STATEMENTClosing Statement • April 14th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This Closing Statement agreed to and executed this 9th day of April, 2010, by and between JBM Energy Company, LLC, a Delaware limited liability company ("JBM"). Russell B. Pace, Jr. ("Pace"), Teen Glow Makeup, Inc. (name change to American Power Corp. in process), a Nevada corporation ("Buyer"), and Realty Title Company, Inc., a Montana corporation ("Escrow Agent"),
SETTLEMENT AGREEMENTSettlement Agreement • September 13th, 2010 • American Power Corp. • Perfumes, cosmetics & other toilet preparations • Nevada
This Settlement Agreement (this “Agreement”) is entered into between America Power Corp. ("Borrower" or the “Company”) and Black Sands Holdings Inc. (the "Lender"). Borrower and Lender are each a “Party” and collectively, the “Parties”.
AGREEMENT AND PLAN OF MERGERMerger Agreement • July 13th, 2010 • American Power Corp. • Perfumes, cosmetics & other toilet preparations • Nevada
AGREEMENT AND PLAN OF MERGER, dated as of July 9, 2010 (the “Agreement”), between American Power Merger Corporation., a Nevada corporation (the “Corporation”), and American Power Corporation., a Nevada corporation (the “Parent”).
STOCK AGREEMENTStock Agreement • April 5th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This Stock Agreement (hereinafter referred to as the “Stock Agreement”) made and entered into as of this 4th day of February 2010, by and between Russell B. Pace, Jr., individually (hereinafter referred to as “Pace”), and Future Gas Holdings, Ltd, (hereinafter referred to as the “Buyer”)
STRICTLY PRIVATE AND CONFIDENTIAL January 28th, 2011Engagement Letter • February 1st, 2011 • American Power Corp. • Perfumes, cosmetics & other toilet preparations • Ontario
This letter agreement (the “Agreement”) is to confirm the terms and conditions pursuant to which American Power has engaged Gryphon Partners Canada Inc., (“Gryphon” or “we”) to provide financial and other investment banking advice to the Company in the context of evaluating and entering into the Proposed Transaction.
COAL BUY AND SELL AGREEMENTCoal Buy and Sell Agreement • April 5th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This Coal Buy and Sell Agreement (hereinafter referred to as the “Coal Agreement”) made and entered into as of this 4th day of February, 2010, by and between JBM Energy Company, LLC, a limited liability company organized under the laws of the State of Delaware (hereinafter referred to as the “Seller”), and Future Gas Holdings, Ltd (hereinafter referred to as the “Buyer”).
AMENDED AND RESTATED ESCROW AGREEMENTEscrow Agreement • March 30th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations
This Amended and Restated Escrow Agreement (this “Agreement”) is entered into as of March 26, 2012, by and between JBM Energy Company, LLC, a Delaware limited liability company (“JBM”), Russell B. Pace, Jr. (“Pace”), Realty Title Company, Inc. a Montana corporation (“Escrow Agent”) and American Power Corp, a Nevada corporation (“APC”), each a “Party” and, collectively, the “Parties”.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • February 24th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations • New Jersey
THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of February 17, 2012, by and among American Power Corp., a Nevada corporation (the “Company”), and YA Global Master SPV, Ltd. (the “Investor”).
AMENDED AND RESTATED COAL BUY AND SELL AGREEMENTCoal Buy and Sell Agreement • March 30th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations
This Amended and Restated Coal Buy and Sell Agreement (this “Agreement”) is entered into as of March 26, 2012, by and between JBM Energy Company, LLC, a Delaware limited liability company (“JBM”) and American Power Corp, a Nevada corporation (“APC”), each a “Party” and, collectively, the “Parties”.
AMENDED AND RESTATED MINERAL BUY AND SELL AGREEMENTMineral Buy and Sell Agreement • March 30th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations
This Amended and Restated Mineral Buy and Sell Agreement (this “Agreement”) is entered into as of March 26, 2012, by and between Russell B. Pace, Jr. (“Pace”) and American Power Corp, a Nevada corporation (“APC”), each a “Party” and, collectively, the “Parties”.
STOCK ISSUANCE AGREEMENTStock Issuance Agreement • September 13th, 2010 • American Power Corp. • Perfumes, cosmetics & other toilet preparations
AMERICAN POWER CORP., a Nevada domestic corporation, with offices at 16 Market Square Centre, 1400 16th Street, Ste 400, Denver CO 80202, USA (hereinafter, the "Company")
Teen Glow Makeup, Inc. Tel: 720.932.8389 - Fax: 720.222.5151 10% UNSECURED LOAN AGREEMENT10% Unsecured Loan Agreement • January 5th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations • Nevada
This Agreement (the "Agreement") is entered into as of the 6th day of April 2010, by and between Teen Glow Makeup Inc (name change to America Power Corp. in process) ("Borrower" or “the Company”) and Black Sands Holdings Ltd. (the "Lender"), collectively “the Parties”
INDEPENDENT CONSULTANT AGREEMENTIndependent Consultant Agreement • August 4th, 2010 • American Power Corp. • Perfumes, cosmetics & other toilet preparations • Nevada
THIS INDEPENDENT CONSULTANT AGREEMENT (this "Agreement") is made between American Power Corp., a Nevada corporation and its affiliated companies (collectively referred to as the “Company"), and Alvaro Valencia (“Consultant”). Unless otherwise indicated, all references to Sections are to Sections in this Agreement. This Agreement is effective as of the 1st day of August 2010 (the “Effective Date”).
ESCROW AGREEMENTEscrow Agreement • April 14th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This Escrow Agreement made and entered into this 9th day of April, 2010, by and between JBM Energy Company, LLC, a Delaware limited liability company ("JBM"), Russell B. Pace, Jr. ("Pace"), Teen Glow Makeup, Inc. (name change to American Power Corp. in process), a Nevada corporation ("Buyer"), and Realty Title Company, Inc. a Montana corporation ("Escrow Agent"),
ASSIGNMENT AND ASSUMPTION OF MINERAL AGREEMENTAssignment and Assumption of Mineral Agreement • January 5th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations
This Assignment and Assumption of Mineral Agreement made and entered into as of this 31st day of March, 2010, by and between Russell B. Pace, Jr. (“Pace”), Future Gas Holdings, Ltd (“Assignor”), and Teen Glow Makeup, Inc., a corporation organized under the laws of the State of Nevada, (“Assignee”),
TERMINATION AGREEMENTTermination Agreement • June 15th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations • Colorado
This TERMINATION AGREEMENT (“Agreement”) is entered into as of June 13, 2012 by and among American Power Corp. (the “Company”) and YA Global Master SPV, Ltd. (the “Investor”).
SECOND AMENDED AND RESTATED ESCROW AGREEMENTEscrow Agreement • December 20th, 2012 • American Power Corp. • Perfumes, cosmetics & other toilet preparations
This Second Amended and Restated Escrow Agreement (this “Agreement”) is entered into as of December 11, 2012, by and between JBM Energy Company, LLC, a Delaware limited liability company (“JBM”), Russell B. Pace, Jr. (“Pace”), Realty Title Company, Inc. a Montana corporation (“Escrow Agent”) and American Power Corp, a Nevada corporation (“APC”), each a “Party” and, collectively, the “Parties”.
ASSIGNMENT AND ASSUMPTION OF STOCK AND CONSULTING AGREEMENTSAssignment and Assumption of Stock and Consulting Agreements • April 5th, 2010 • Teen Glow Makeup, Inc. • Perfumes, cosmetics & other toilet preparations
This Assignment and Assumption of Stock and Consulting Agreements made and entered into as of this 31st day of March, 2010, by and between Russell B. Pace, Jr. (“Pace”), Future Gas Holdings, Ltd (“Assignor”), and Teen Glow Makup, Inc., a corporation organized under the laws of the State of Nevada, (“Assignee”),
