BY AND AMONGStock Purchase Agreement • June 6th, 2006 • Touchstone Applied Science Associates Inc /Ny/ • Services-educational services • New York
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EXECUTION VERSION TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC. INVESTOR RIGHTS AGREEMENTRights Agreement • June 6th, 2006 • Touchstone Applied Science Associates Inc /Ny/ • Services-educational services • New York
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ESCROW AGREEMENTEscrow Agreement • June 6th, 2006 • Touchstone Applied Science Associates Inc /Ny/ • Services-educational services • New York
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VOTING AGREEMENT ----------------Voting Agreement • June 6th, 2006 • Touchstone Applied Science Associates Inc /Ny/ • Services-educational services • New York
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SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTVoting Agreement • June 6th, 2006 • Touchstone Applied Science Associates Inc /Ny/ • Services-educational services • New York
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EXHIBIT 10.2 ------------ THE PAYMENT OF THIS NOTE AND THE RIGHTS OF THE HOLDER OF THIS NOTE ARE SUBORDINATED TO THE PAYMENT OF SENIOR INDEBTEDNESS AND THE RIGHTS OF THE HOLDERS OF SENIOR INDEBTEDNESS UPON THE TERMS OF SUBORDINATION SET FORTH IN THAT...Touchstone Applied Science Associates Inc /Ny/ • June 6th, 2006 • Services-educational services • New York
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EXHIBIT 10.4 ------------ LOAN AGREEMENT dated as of May 31, 2006, between TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC., a Delaware corporation, having an address at 4 Hardscrabble Heights, Brewster, New York 10509-0382 (the "Borrower"), QUESTAR...Security Agreement • June 6th, 2006 • Touchstone Applied Science Associates Inc /Ny/ • Services-educational services • New York
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EXHIBIT 10.5 ------------ SECURITY AGREEMENT SECURITY AGREEMENT made this 31st day of May, 2006, between TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC. (the "Debtor"), with its principal office at 4 Hardscrabble Heights, Brewster, New York 10509-0382 and...Security Agreement • June 6th, 2006 • Touchstone Applied Science Associates Inc /Ny/ • Services-educational services • New York
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EXHIBIT 4.3 ----------- QUESTAR INVESTOR RIGHTS AGREEMENT QUESTAR INVESTOR RIGHTS AGREEMENT (this "Agreement"), dated as of May 31, 2006, by and among Touchstone Applied Science Associates, Inc., a Delaware corporation (the "Company"), and the...Questar Investor Rights Agreement • June 6th, 2006 • Touchstone Applied Science Associates Inc /Ny/ • Services-educational services • New York
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