Ams Health Sciences Inc Sample Contracts

EXHIBIT 10.11
Employment Agreement • March 31st, 2003 • Advantage Marketing Systems Inc/Ok • Wholesale-durable goods, nec • Oklahoma
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EXHIBIT 10.12
Non-Qualified Stock Option Agreement • March 31st, 2003 • Advantage Marketing Systems Inc/Ok • Wholesale-durable goods, nec • Oklahoma
EXHIBIT 1.1 1,300,000 Units ADVANTAGE MARKETING SYSTEMS, INC. UNDERWRITING AGREEMENT ----------------------
Underwriting Agreement • November 3rd, 1997 • Advantage Marketing Systems Inc/Ok • Services-business services, nec • Oregon
EXHIBIT 10.8
Joint Marketing Agreement • November 1st, 2002 • Advantage Marketing Systems Inc/Ok • Wholesale-durable goods, nec
EXHIBIT 10.17 PROMOTIONAL SHARES LOCK-IN AGREEMENT
In Agreement • October 7th, 1998 • Advantage Marketing Systems Inc/Ok • Wholesale-durable goods, nec
RECITALS
Fulfillment Services Agreement • March 29th, 2004 • Advantage Marketing Systems Inc/Ok • Wholesale-durable goods, nec • Oklahoma
BETWEEN
Warrant Agreement • January 13th, 1998 • Advantage Marketing Systems Inc/Ok • Services-business services, nec • Oklahoma
RECITALS
Stock Purchase Agreement • February 18th, 1997 • Advantage Marketing Systems Inc/Ok • Services-business services, nec • Oklahoma
BACKGROUND
Stock Pledge Agreement • August 14th, 2006 • Ams Health Sciences Inc • Wholesale-durable goods, nec • New York
EXHIBIT 10.15 PROMOTIONAL SHARES ESCROW AGREEMENT
Promotional Shares Escrow Agreement • October 7th, 1998 • Advantage Marketing Systems Inc/Ok • Wholesale-durable goods, nec
EXHIBIT 4.9 WARRANT AGREEMENT
Warrant Agreement • October 20th, 1997 • Advantage Marketing Systems Inc/Ok • Services-business services, nec • Oklahoma
BETWEEN
Unit and Warrant Agreement • January 15th, 1998 • Advantage Marketing Systems Inc/Ok • Services-business services, nec • Oklahoma
EXHIBIT 4.2 ADVANTAGE MARKETING SYSTEMS, INC. 1998 DISTRIBUTOR STOCK PURCHASE PLAN STOCK PURCHASE AGREEMENT
Plan Stock Purchase Agreement • October 7th, 1998 • Advantage Marketing Systems Inc/Ok • Wholesale-durable goods, nec
EMPLOYMENT AGREEMENT
Employment Agreement • September 25th, 2006 • Ams Health Sciences Inc • Wholesale-durable goods, nec • Oklahoma

This EMPLOYMENT AGREEMENT (“Agreement”), effective as of September 19, 2006 by and between AMS Health Sciences, Inc., an Oklahoma corporation (the “Company”), and Dennis P. Loney (“Executive”) is set forth below.

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • August 14th, 2008 • Ams Health Sciences Inc • Wholesale-durable goods, nec • Oklahoma

This AGREEMENT AND PLAN OF MERGER (the "Merger Agreement"), is entered into as of July 28, 2008 by, between and among AMS Health Sciences, Inc., an Oklahoma corporation ("AMS"), SA Recovery Corp., an Oklahoma corporation ("SA Recovery Corp. ") and Jacob Acquisition Corp, an Oklahoma corporation (“Jacob Acquisition").

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COMMERCIAL/INDUSTRIAL REAL ESTATE PURCHASE CONTRACT This is a legally binding contract; if not understood, seek legal advice.
Industrial Real Estate Purchase • October 27th, 2004 • Ams Health Sciences Inc • Wholesale-durable goods, nec
EMPLOYMENT AGREEMENT
Employment Agreement • April 12th, 2006 • Ams Health Sciences Inc • Wholesale-durable goods, nec • Oklahoma

This EMPLOYMENT AGREEMENT (“Agreement”), effective as of February 12, 2006 by and between AMS Health Sciences, Inc., an Oklahoma corporation (the “Company”), and Robin L. Jacob (“Executive”) is set forth below.

OF
Advantage Marketing Systems Inc/Ok • January 9th, 2001 • Wholesale-durable goods, nec • Oklahoma
EXHIBIT 10.4 April 22, 1996 Mr. James G. Jervis J&K Pharmaceutical Laboratories Dear Jim: The purpose of this letter is to set forth the terms of our agreement regarding the manufacturing of certain products by J&K Pharmaceutical Laboratories ("J&K")...
Advantage Marketing Systems Inc/Ok • November 20th, 1996 • Services-business services, nec

The purpose of this letter is to set forth the terms of our agreement regarding the manufacturing of certain products by J&K Pharmaceutical Laboratories ("J&K") for Advantage Marketing Systems, Inc. ("AMS").

OMNIBUS AMENDMENT AND WAIVER
Omnibus Amendment and Waiver • November 1st, 2007 • Ams Health Sciences Inc • Wholesale-durable goods, nec • New York

This OMNIBUS AMENDMENT AND WAIVER (this “Amendment”), dated as of October 26, 2007, is entered into by and between AMS HEALTH SCIENCES, INC., a corporation organized under the laws of Oklahoma (the “Company”), LAURUS MASTER FUND, LTD., a Cayman Islands company (“Laurus”), VALENS OFFSHORE SPV I, LTD. a Cayman Islands company (“VOFSPVI”), VALENS U.S. SPV I, LLC, a Delaware limited liability company (“VUSSPVI”), ERATO CORP., a Delaware corporation (“Erato”) and VALENS OFFSHORE SPV II, CORP., a Delaware corporation (“VOFSPVII” and together with Laurus, VOFSPVI, VUSSPVI and ERATO, the “Holders” and each, a “Holder”) for the purpose of amending and amending and restating and waiving certain terms of (i) the Secured Convertible Term Note, dated as of June 28, 2006 (as amended and restated, amended, modified and/or supplemented from time to time, the “Term Note”), issued by the Company to Laurus, and subsequently assigned in part by Laurus to each of VOFSPVI and VUSSPVI, (ii) the Securities Pu

CONSULTING AGREEMENT
Consulting Agreement • May 15th, 2006 • Ams Health Sciences Inc • Wholesale-durable goods, nec

THIS CONSULTING AGREEMENT (the “Agreement”), made and entered into as of the 1st day of March, 2006 (the “Effective Date”), by and between AMS Health Sciences, Inc. (the “Company”), and TVC, Inc. (the “Consultant”).

STOCK PURCHASE AGREEMENT Dated as of September 1, 2005 among BUYER: AMS MANUFACTURING, INC. PARENT: AMS HEALTH SCIENCES, INC. COMPANY: HEARTLAND CUP, INC. PRINCIPAL SHAREHOLDER: TRUETT McCARTY AND CERTAIN SHAREHOLDERS OF THE COMPANY
Stock Purchase Agreement • November 17th, 2005 • Ams Health Sciences Inc • Wholesale-durable goods, nec • Oklahoma

THIS STOCK PURCHASE AGREEMENT is dated as of September 1st, 2005 (this “Agreement”), is by and among AMS Manufacturing, Inc., an Oklahoma corporation (“Buyer”), AMS Health Sciences, Inc., an Oklahoma corporation (the “Parent”), Heartland Cup, Inc., an Oklahoma corporation (the “Company”), Truett McCarty, (the “Principal Shareholder”) and the shareholders listed on the signature pages attached hereto (collectively with the Principal Shareholder, the “Shareholders”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 5th, 2005 • Ams Health Sciences Inc • Wholesale-durable goods, nec • Oklahoma

This EMPLOYMENT AGREEMENT (“Agreement”), dated as of November 25, 2004 by and between AMS Health Sciences, Inc., an Oklahoma corporation (the “Company”), and David D’Arcangelo (“Executive”) is set forth below.

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