Valentec Systems, Inc Sample Contracts

PROFESSIONAL SERVICES, INDEPENDENT CONTRACTOR AGREEMENT BETWEEN VALENTEC SYSTEMS, INC. SOLTAM SYSTEMS, INC.
Consulting Agreement • December 14th, 2005 • Acorn Holding Corp • Semiconductors & related devices • Louisiana
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EXHIBIT 10.1 ASSIGNMENT AND ASSUMPTION AGREEMENT ----------------------------------- KNOW ALL MEN BY THESE PRESENTS: THAT VALENTEC SYSTEMS, INC., a Delaware corporation (the "SELLER"), as of June 6, 2005, for and in consideration for the assumption by...
Assignment and Assumption Agreement • June 10th, 2005 • Acorn Holding Corp • Semiconductors & related devices

THAT VALENTEC SYSTEMS, INC., a Delaware corporation (the "SELLER"), as of June 6, 2005, for and in consideration for the assumption by ACORN HOLDING CORP. (the "BUYER") of all rights and obligations of the Seller pursuant to that certain Promissory Note (the "NOTE") and related documents, instruments and agreements therewith all dated April 28, 2005 by and between the Seller and MONTGOMERY EQUITY PARTNERS, LTD. ("MONTGOMERY"), and the Standby Equity Distribution Agreement (the "SEDA") and related documents, instruments and agreements therewith all dated as of April 28, 2005, by and between Seller and CORNELL CAPITAL PARTNERS, LP ("CORNELL"), a Delaware limited partnership (both Montgomery and Cornell shall be referred to individually as an "INVESTOR" and collectively as the "INVESTORS"), and all agreements executed or delivered in connection therewith and dated April 28, 2005 (collectively, the "ASSIGNED AGREEMENTS"), and other good and valuable consideration, the receipt and sufficien

EXHIBIT 10.7 ------------ VALENTEC SYSTEMS, INC. PLACEMENT AGENT AGREEMENT
Escrow Agreement • June 10th, 2005 • Acorn Holding Corp • Semiconductors & related devices • New Jersey
BETWEEN
Acorn Holding Corp • December 14th, 2005 • Semiconductors & related devices • New York
WARRANT TO PURCHASE COMMON STOCK OF ACORN HOLDING CORP.
Acorn Holding Corp • August 24th, 2005 • Semiconductors & related devices • Delaware
BETWEEN
Acorn Holding Corp • December 14th, 2005 • Semiconductors & related devices • New York
VALENTEC SYSTEMS, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 13th, 2007 • Valentec Systems, Inc • Ordnance & accessories, (no vehicles/guided missiles) • Delaware

THIS INDEMNIFICATION AGREEMENT is entered into, effective as of __________, 2007 by and between Valentec Systems, Inc., a Delaware corporation (the “Company”), and __________ (“Indemnitee”).

EXECUTION VERSION STOCK PURCHASE AND SHARE EXCHANGE AGREEMENT by and among ACORN HOLDING CORP. a Delaware Corporation
Stock Purchase and Share Exchange Agreement • May 27th, 2005 • Acorn Holding Corp • Semiconductors & related devices • New York
WARRANT TO PURCHASE COMMON STOCK OF ACORN HOLDING CORP.
Acorn Holding Corp • August 24th, 2005 • Semiconductors & related devices • Delaware
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PROMISSORY NOTE
Valentec Systems, Inc • May 17th, 2007 • Ordnance & accessories, (no vehicles/guided missiles) • New York

WHEREAS, Robert Zummo, (the “Lender”) has previously guaranteed certain loan (the “Loan”) granted to Valentec Systems Inc., a Delaware corporation (the “Borrower”) by Bank One (the “Bank”).

PROMISSORY NOTE
Valentec Systems, Inc • May 17th, 2007 • Ordnance & accessories, (no vehicles/guided missiles) • New York

WHEREAS, Mikal Ltd., (the “Lender”) has previously guaranteed certain loan (the “Loan”) granted to Valentec Systems Inc., a Delaware corporation (the “Borrower”) by Bank One (the “Bank”).

ADDENDUM NO. 2 TO MASTER FACTORING AGREEMENT
Master Factoring Agreement • August 14th, 2006 • Valentec Systems, Inc • Ordnance & accessories, (no vehicles/guided missiles)

THIS ADDENDUM NO. 2 TO MASTER FACTORING AGREEMENT (this “Addendum”) is made and entered into effective as of the 17th day of July, 2006 (the “Effective Date”), by and among VALENTEC SYSTEMS, INC. F/K/A ACORN HOLDING CORP. and VALENTEC OPERATING CORP. F/K/A VALENTEC SYSTEMS, INC., its wholly owned subsidiary, each a Delaware corporation, jointly and severally (collectively referred to throughout this Addendum as “you”), and ROCKLAND CREDIT FINANCE LLC, a Maryland limited liability company (referred to throughout this Addendum as “we” or “us”).

ARTICLE I
Asset Purchase Agreement • June 9th, 1997 • Acorn Venture Capital Corp • Florida
EMPLOYMENT, CONFIDENTIALITY, NON-COMPETITION AND SEVERANCE AGREEMENT
Non-Competition and Severance Agreement • April 17th, 2006 • Valentec Systems, Inc • Ordnance & accessories, (no vehicles/guided missiles) • Louisiana

THIS EMPLOYMENT, CONFIDENTIALITY, NON-COMPETITION AND SEVERANCE AGREEMENT (the “Agreement”) effective January 01, 2006 is made and entered into by and between Valentec Systems, Inc., a Delaware corporation (the “Company”), and Robert Zummo (the “Executive”).

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