Willing Holding, Inc. Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • April 28th, 2011 • Valiant Health Care, Inc. • Services-home health care services • Florida

THIS EMPLOYMENT AGREEMENT (the “Agreement”) made as of the ___ day of _____________________, 20__ (the “Effective Date”), by and between Valiant Health Care, Inc., a Florida corporation (the “Company”), and _____________ (the “Executive”).

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ACQUISITION STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • November 12th, 2008 • Willing Holding, Inc. • California

This STOCK PURCHASE AGREEMENT (“Agreement”) is entered into among Willing Holding, Inc. (“COMPANY”), Francis Thomas Leonard (“SELLER”) and New World Mortgage, Inc., (“NEW WORLD”) dated April 15, 2008. COMPANY, SELLER and NEW WORLD shall be sometimes referred to herein as the “Parties” to this Agreement.

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RETAIL INSTALLMENT SALE CONTRACT – SIMPLE INTEREST FINANCE CHARGE
Retail Installment Sale Contract • May 27th, 2009 • Willing Holding, Inc. • Mortgage bankers & loan correspondents

You, the Buyer (and Co-Buyer, if any), may buy the vehicle below for cash or on credit. By signing this contract, you choose to buy the vehicle on credit under agreements on the front and back of this contract. You agree to pay the Creditor - Seller (sometimes “we” or “us” in this contract) the Amount Financed and [ILLEGIBLE] Charge according to the payment schedule below. We will figure your finance charge on a daily basis. The Truth-In-Lending Disclosures below are part of this contract.

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SHARE PURCHASE AGREEMENT BY AND AMONG WILLING HOLDING, INC., NEW WORLD MORTGAGE, INC. AND FRANCIS LEONARD Dated as of July 15, 2010
Share Purchase Agreement • July 19th, 2010 • Willing Holding, Inc. • Mortgage bankers & loan correspondents • Florida

This SHARE PURCHASE AGREEMENT (this “ Agreement”), entered into as of the 15th day of July, 2010 (the “Closing Date”), by and among Willing Holding, Inc., a Florida corporation (the “Seller”), New World Mortgage, Inc., a California corporation and wholly owned subsidiary of the Seller (the “Company”), and Francis Leonard (the “Purchaser”).

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PURCHASE AGREEMENT
Purchase Agreement • April 1st, 2010 • Willing Holding, Inc. • Mortgage bankers & loan correspondents • Florida

THIS PURCHASE AGREEMENT made as of March ___, 2010, (the “Agreement”) between Willing Holding, Inc., a Florida corporation and Thomas DiStefano, an individual (the “Sellers”) and 11i Solutions, Inc., a Georgia corporation (the “Buyer”).

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SECOND AMENDMENT TO ESCROW AGREEMENT
Escrow Agreement • April 15th, 2010 • Willing Holding, Inc. • Mortgage bankers & loan correspondents • Florida

SECOND AMENDMENT TO ESCROW AGREEMENT (the “Second Amendment Agreement”) dated as of April __, 2010, by and between Willing Holding, Inc., a Florida corporation (“WHDX”), 11i Solutions, Inc. a Georgia corporation (“11i”) and Schneider Weinberger & Beilly LLP, a Florida limited liability partnership (the “Escrow Agent”).

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EMPLOYMENT AGREEMENT
Employment Agreement • November 12th, 2008 • Willing Holding, Inc. • Florida

This Agreement is made as of Commencement Date which is the signing date below and is between Gideon D. Taylor (“Employee”) and Willing Holding, Inc., a Florida corporation (“COMPANY”) and the subsidiary of Perfect Web Technologies, Inc. (PWBI). The parties agree as follows:

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EMPLOYMENT AGREEMENT
Employment Agreement • November 12th, 2008 • Willing Holding, Inc. • Florida

THIS AGREEMENT is made this 15th day of April 2008, by and between Willing Holding, Inc. (the “Company”), 3 Centerview Drive, Suite 240, Greensboro, NC 27407, New World Mortgage, Inc. (“New World”), and Kevin Leonard (Leonard), 37765 Avenida La Cresta, Murrieta, CA 92562.

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • November 12th, 2010 • Valiant Health Care, Inc. • Mortgage bankers & loan correspondents • Florida

STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of the 12th day of November, 2010, by and among VALIANT HEALTH CARE, INC., a Florida corporation (together with its successors and assigns, “Valiant” or the “Buyer”), ATLANTIC MEDICAL SUPPLY, INC., a Florida corporation (the “Company”), and Luis E. Mejer, Jr. (“Mejer”) and Wilfredo Enrique Martinez (“Martinez”) (collectively where appropriate Mejer and Martinez are referred to as the “Shareholders” and each individually a “Shareholder”).

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ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 19th, 2010 • Willing Holding, Inc. • Mortgage bankers & loan correspondents • Florida

This Purchase Agreement (the “Agreement”) is made and entered into on this 15th day of July, 2010 by and between Valiant Healthcare, Inc., a Delaware company (hereinafter referred to as the “SELLER”) and Willing Holding, Inc., a Florida corporation, or its nominee (hereinafter referred to as “BUYER” or the “Company”).

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ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • October 6th, 2010 • Valiant Health Care, Inc. • Mortgage bankers & loan correspondents • Florida

This Purchase Agreement (the “Agreement”) is made and entered into on this 15th day of July, 2010 by and between Valiant Healthcare, Inc., a Delaware company (hereinafter referred to as the “SELLER”) and Willing Holding, Inc., a Florida corporation, or its nominee (hereinafter referred to as “BUYER” or the “Company”).

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OMNIBUS AMENDMENT Dated as of April 5, 2010 to the PURCHASE AGREEMENT DATED AS OF MARCH 23, 2010 AND ESCROW AGREEMENT DATES AS OF MARCH 26, 2010
Purchase Agreement • April 15th, 2010 • Willing Holding, Inc. • Mortgage bankers & loan correspondents • Florida

THIS OMNIBUS AMENDMENT TO THE SHARE PURCHASE AGREEMENT AND THE ESCROW AGREEMENT, each dated March 23, 2010 and March 26, 2010, respectively (this “Amendment”) is entered into as of this 5th day of April, 2010 among Willing Holding, Inc., a Florida corporation (“Company” or “WHDX”), and 11i Solutions, Inc. (“11i”) a Georgia corporation, and the additional parties identified on the signature pages hereto.

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Consultant Agreement
Consultant Agreement • November 12th, 2008 • Willing Holding, Inc. • Florida

This Agreement is made as of this ____ day of April, 2008 by and between Willing Holding, Inc. (the “Company”), a Florida corporation, and Glenn Morris/Mortgage Services of Gibsonville (the “Consultant”), under the state of North Carolina, with his principal place of business located at 218 Simmons Lake Drive, Gibsonville, NC 27249.

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Contract
Debt Conversion Agreement • August 28th, 2009 • Willing Holding, Inc. • Mortgage bankers & loan correspondents • Florida

DEBT CONVERSION AGREEMENT (the "Agreement") between Willing Holding, Inc. a Florida corporation (the "Company"), and the debt holder identified on the signature page hereto (Name of Debt Holder and “DH”).

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ESCROW AGREEMENT
Escrow Agreement • April 1st, 2010 • Willing Holding, Inc. • Mortgage bankers & loan correspondents • Florida

ESCROW AGREEMENT (the “Escrow Agreement”) dated as of March 26, 2010, by and between Willing Holding, Inc., a Florida corporation (“WHDX”), 11i Solutions, Inc. a Georgia corporation (“11i”) and Schneider Weinberger & Beilly LLP, a Florida limited liability partnership (the “Escrow Agent”).

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OFFICE BUILDING LEASE By and between SEQUOIA INVESTMENTS XIV, LLC as Landlord and WILLING HOLDING, INC. as Tenant Date: Feb. 27, 2008
Office Building Lease • November 12th, 2008 • Willing Holding, Inc. • Alaska

THIS LEASE is made and entered into as of the Date of this Lease, by and between Landlord and Tenant. Subject to and upon the terms and conditions of this Lease, including the terms of the Basic Lease Information Rider attached to the front of this Lease, Landlord leases to Tenant and Tenant leases from Landlord the Premises. Landlord and Tenant covenant and agree:

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