ARTICLE IV REPRESENTATIONS AND WARRANTIES OF THE COMPANYStock Purchase Agreement • June 25th, 2008 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • California
Loan and Security Agreement between Environmental Service Professionals, Inc. and Siena Investment Resources, LLCLoan and Security Agreement • May 15th, 2008 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • California
EXHIBIT A To Stock Option Grant Notice To Stock Option AgreementStock Option Agreement • June 17th, 2008 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • Nevada
Exhibit 99.2 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of June 18, 2007 (this "AGREEMENT"), is among Environmental Service Professionals, Inc., a Nevada corporation (the "COMPANY"), all of the Subsidiaries of the Company (such subsidiaries,...Security Agreement • June 20th, 2007 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • New York
Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the "Agreement"), effective as of January 1, 2002 (the "Effective Date"), is the employment agreement by and between GLAS-AIRE INDUSTRIES LTD., a corporation duly...Executive Employment Agreement • May 3rd, 2002 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • British Columbia
RECITALConsulting Agreement • April 17th, 2007 • Environmental Service Professionals, Inc. • Motor vehicles & passenger car bodies • California
GLAS-AIRE INDUSTRIES GROUP LTD. Common Stock Purchase Agreement ------------------Common Stock Purchase Agreement • August 30th, 1999 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • Nebraska
LEASELease • May 3rd, 2002 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • British Columbia
Master Hongkong Bank Leasing Lease Equipment Division of Hongkong Bank of Canada Number 998011BC Lease 4th Floor - 885 West Georgia Street Vancouver, British Columbia, V6C 3EL9 Lessor Hongkong Bank of Canada Lessee MULTICORP HOLDINGS INC. Address 3137...Lease Agreement • April 30th, 1998 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • Quebec
EXHIBIT 2.1Asset Purchase Agreement • January 24th, 2003 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • Colorado
AND LENDERLoan Agreement • July 30th, 2010 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • New York
MEMORANDUM OF UNDERSTANDING ON COOPERATION OF SERVICES This MEMORANDUM OF UNDERSTANDING ON COOPERATION of SERVICES Agreement (this "Agreement") is entered into this 1st day of October, 2008 (the "Effective Date") by and between Environmental Service...Memorandum of Understanding • October 17th, 2008 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings
Exhibit 99.4 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION...Securities Agreement • June 20th, 2007 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings
RECITALSInvestor Rights Agreement • June 25th, 2008 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • California
Exhibit 10.2 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the "Agreement"), effective as of January 1, 2002 (the "Effective Date"), is the employment agreement by and between GLAS-AIRE INDUSTRIES GROUP LTD., a Nevada corporation...Executive Employment Agreement • May 3rd, 2002 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • Colorado
EXHIBIT 10.2 Hongkong Bank of Canada AGREEMENT AS TO LOANS AND ADVANCES AND SECURITY THEREFOR To Hongkong Bank of Canada In consideration of the acceptance of our bills of exchange, the extension of credit, loans or advances being made and/or to be...Loan Agreement • April 30th, 1998 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies
AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Restated Agreement") effective as of August 1, 1998, (the "Effective Date"), amends and restates in its entirety the Agreement made and entered into...Employment Agreement • May 7th, 1999 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • British Columbia
AMENDMENT TO STOCK REDEMPTION AGREEMENTStock Redemption Agreement • October 12th, 2001 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies
ARTICLE FOUR SELLER'S REPRESENTATIONS AND WARRANTIESStock Purchase Agreement • September 10th, 2003 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • Colorado
EXHIBIT 99.1 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (the "Agreement") is made and entered into as of the 1st day of May 2008 by and among Porter Valley Software, Inc., a California corporation ("PVS"), Keith Swift, an individual who...Stock Purchase Agreement • June 24th, 2008 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • California
AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Restated Agreement") effective as of August 1, 1998, (the "Effective Date"), amends and restates in its entirety the Agreement made and entered into...Employment Agreement • May 7th, 1999 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • British Columbia
Exhibit 99.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION...Convertible Security Agreement • June 20th, 2007 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • New York
WARRANTSecurity Agreement • June 17th, 2008 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • California
SECTION IStock Purchase and Exchange Agreement • August 30th, 1999 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • Florida
Exhibit 99.2 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (the "Agreement") is made and entered into as of the 29th day of June 2007 by and among Pacific Environmental Sampling, Inc., a California corporation ("PES"), Hugh Dallas, an...Stock Purchase Agreement • July 6th, 2007 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • California
PURCHASE AGREEMENT THIS AGREEMENT, effective as of September 1st, 1995, is made by and among ICL. CO., LTD., a corporation organized and existing under the law of Japan, having its principal place of business at 26-7 Minami-oi 3-chome, Shinagawa-ku,...Purchase Agreement • April 30th, 1997 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies
Date: ---------------- -------------- NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN...Security Agreement • June 17th, 2008 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings
STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (the "Agreement") is made and entered into as of the 1st day of September 2009 by United Capitalists, Inc. dba: Leverage Alternative Solutions ("UCI") a California Corporation (UCI/LAS) mailing...Stock Purchase Agreement • October 8th, 2009 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • California
GUARANTYGuaranty • June 20th, 2007 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings • New York
PLAN OF REORGANIZATION AND STOCK PURCHASE AGREEMENT This Plan of Reorganization and Stock Purchase Agreement (the "Agreement") is made and entered into as of the 1st day of July 2006 by and between Glas-Aire Industries Group, Ltd., a Nevada...Plan of Reorganization and Stock Purchase Agreement • October 16th, 2006 • Environmental Service Professionals, Inc. • Motor vehicles & passenger car bodies • California
Exhibit 99.1 REDEMPTION, LOCK-UP AND VESTING AGREEMENT This Redemption, Lock-up and Vesting Agreement (the "Agreement") is made and entered into as of the 1st day of November 2006 by and between Environmental Service Professionals, Inc., a Nevada...Redemption, Lock-Up and Vesting Agreement • January 4th, 2007 • Environmental Service Professionals, Inc. • Motor vehicles & passenger car bodies • California
Exhibit 99.5 CLEARVISION INC. 1041 N. Formosa Ave., Los Angeles, CA 90046 * t: 323-850-2988 * f: 323-850-2989 LIMITED CONSULTING CONTRACTLimited Consulting Contract • June 20th, 2007 • Environmental Service Professionals, Inc. • Services-to dwellings & other buildings
AMONGMerger Purchase Agreement • January 7th, 2002 • Glas-Aire Industries Group LTD • Motor vehicles & passenger car bodies • Colorado
