RECITALS:Consulting Agreement • April 14th, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
ESCROW AGREEMENTEscrow Agreement • October 28th, 1999 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
VOTING AGREEMENTVoting Agreement • October 28th, 1999 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • Utah
EXHIBIT 4.11 WARRANT AGREEMENTWarrant Agreement • January 31st, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
BY AND BETWEENAsset Purchase Agreement • March 24th, 1999 • Irwin Naturals 4 Health • Fabricated plate work (boiler shops) • Utah
TERMINATION AGREEMENT This Termination Agreement (together with all Exhibits, amendments and supplements thereto, the "agreement"), made as of March 12, 2000 by and between Louis Mancini ("Mancini") and Omni Nutraceuticals, Inc., a Utah corporation...Termination Agreement • April 14th, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
EXHIBIT 10.13Settlement Agreement • October 28th, 1999 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • Utah
BY AND AMONG OMNI NUTRACEUTICALS, INC. AND HEALTHZONE.COM, INC. AND AMERICAN EQUITIES, LLC AND CORPORATE FINANCIAL ENTERPRISES, INC.Stock Purchase Agreement • January 31st, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
AMENDMENT NO. 1 TOSettlement Agreement • January 31st, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
EXHIBIT 4.09 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of January 24, 2000, between Omni Nutraceuticals, Inc., a Utah corporation (together with any successors, the "Corporation"), and Corporate Financial Enterprises, Inc.,...Registration Rights Agreement • January 31st, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
EXHIBIT 10.19 CONSULTING AGREEMENT This Consulting Agreement (the "Agreement") is entered into as of January 24, 2000, by and between Omni Nutraceuticals, Inc., a Utah corporation and its subsidiaries or affiliates (the "Company"), and Monfort...Consulting Agreement • January 31st, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
AMONGMerger Agreement • August 20th, 1999 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
4HEALTH, INC. NON-NEGOTIABLE PROMISSORY NOTEPromissory Note • April 15th, 1998 • 4health Inc • Fabricated plate work (boiler shops) • California
Duncan's Counsel" has the meaning ascribed thereto in Section 6(b). ----------------- ------------ "Material Transaction" means any material transaction in which the Company --------------------- or any of its Subsidiaries proposes to engage or is...Registration Rights Agreement • April 14th, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
AGREEMENT AND PLAN OF MERGER amongMerger Agreement • March 4th, 1999 • Irwin Naturals 4 Health • Fabricated plate work (boiler shops) • California
INDEMNITY AGREEMENT THIS AGREEMENT is made and entered into as of March 11, 2000 by and between Omni Nutraceuticals, Inc., a Utah corporation (the "Corporation"), and R. Lindsey Duncan ("Duncan"). RECITALS WHEREAS, Duncan has performed a valuable...Indemnification Agreement • April 14th, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops)
AGREEMENTEmployment Agreement • April 14th, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • California
RECITALSIndemnification Agreement • January 31st, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops)
Exhibit 2.05 CLOSING MEMORANDUM Asset Purchase Agreement dated as of March 10, 1999 by and between Inholtra Investment Holdings and Trading, N.V. ("Holdings") Inholtra, Inc. ("Inc.") Inholtra Natural, Ltd. ("INL") for itself and on behalf of Vito V....Asset Purchase Agreement • August 20th, 1999 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • Utah
ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this "Agreement") is made as of November 30. 1995, by and between Microtek Medical, Inc., a Delaware corporation ("Purchaser"), and Surgical Technologies, Inc. ("Seller"). W I T N E S S E T H:...Asset Purchase Agreement • January 23rd, 1996 • Surgical Technologies Inc • Hazardous waste management • Mississippi
PremisesAcquisition Agreement • January 23rd, 1996 • Surgical Technologies Inc • Hazardous waste management
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 19th, 1998 • 4health Inc • Fabricated plate work (boiler shops) • Utah
EXHIBIT 10.20 LOCK-UP AGREEMENT January 24, 2000 Corporate Financial Enterprises, Inc. American Equities, LLC 2224 Main Street Los Angeles, CA 90405 RE: Omni Nutraceuticals, Inc. (the "Company") Ladies and Gentlemen: For good and valuable...Lock-Up Agreement • January 31st, 2000 • Omni Nutraceuticals • Fabricated plate work (boiler shops)
For good and valuable consideration, receipt of which is hereby acknowledged, the undersigned hereby agrees, for a period (the "Lock-up Period") commencing on the date hereof and ending July 24, 2000, we hereby agree not to sell, loan, pledge, assign, transfer, encumber, distribute, grant or otherwise dispose of, directly or indirectly, or offer, contract or otherwise agree to do any of the foregoing, any rights with respect to (a) any shares of the common stock (the "Common Stock"), of the Company, (b) any options or warrants to purchase any shares of Common Stock or any securities convertible into, or exchangeable for, shares of Common Stock, or (c) any securities convertible into or exchangeable for shares of Common Stock (collectively, the "Securities"), in each case now owned or hereafter acquired directly or indirectly by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition during the Lock-up Period (collectively a "Dispositi
CONSULTING AGREEMENTConsulting Agreement • August 20th, 1999 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • Colorado
AGREEMENTTax Indemnification and Allocation Agreement • October 28th, 1999 • Omni Nutraceuticals • Fabricated plate work (boiler shops) • Utah
RECITALSPurchase Agreement • February 20th, 2001 • Omni Nutraceuticals • Pharmaceutical preparations • Florida
BY AND AMONGSecured Credit Agreement • July 22nd, 1999 • Irwin Naturals 4 Health • Fabricated plate work (boiler shops) • Illinois
