ARTICLE 1.Security Agreement • December 9th, 2005 • Alfa International Holdings Corp. • Non-operating establishments • New Jersey
PLEDGE AND ESCROW AGREEMENT THIS PLEDGE AND ESCROW AGREEMENT (the "Agreement") is made and entered into as of December ___, 2005 (the "Effective Date") by and among CORNELL CAPITAL PARTNERS, LP (the "Pledgee"), ALFA INTERNATIONAL HOLDINGS CORP., a...Pledge and Escrow Agreement • December 9th, 2005 • Alfa International Holdings Corp. • Non-operating establishments • New Jersey
WITNESSETHSecurities Purchase Agreement • December 9th, 2005 • Alfa International Holdings Corp. • Non-operating establishments • New Jersey
Dated: December ___, 2005 NEITHER THIS DEBENTURE NOR THE SECURITIES INTO WHICH THIS DEBENTURE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM...Secured Convertible Debenture • December 9th, 2005 • Alfa International Holdings Corp. • Non-operating establishments
BACKGROUNDEscrow Agreement • December 9th, 2005 • Alfa International Holdings Corp. • Non-operating establishments • New Jersey
INVESTOR REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December ______, 2005, by and among ALFA INTERNATIONAL HOLDINGS CORP., a Delaware corporation (the "Company"), and the undersigned investors...Investor Registration Rights Agreement • December 9th, 2005 • Alfa International Holdings Corp. • Non-operating establishments • New Jersey
