0000950153-07-001398 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • June 28th, 2007 • Renegy Holdings, Inc. • Arizona

AGREEMENT, dated this 8th day of May, 2007, between Renegy Holdings, Inc., a Delaware corporation (the “Company”) with offices at 301 W. Warner Road, Suite 132, Tempe, Arizona 85284, and Scott Higginson (the “Executive”),

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 28th, 2007 • Renegy Holdings, Inc. • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of , 2007, is entered into by and between Renegy Holdings, Inc., a Delaware corporation (the “Company”), and the Robert M. Worsley and Christi M. Worsley Revocable Trust (the “Shareholder”).

Contract
Warrant Agreement • June 28th, 2007 • Renegy Holdings, Inc. • Delaware

THIS WARRANT HAS BEEN ACQUIRED FOR INVESTMENT AND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT (“WARRANT SHARES”) MAY NOT BE SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFERRED, NOR WILL ANY ASSIGNEE, VENDEE, PLEDGEE, TRANSFEREE OR ENDORSEE HEREOF OR THEREOF BE RECOGNIZED BY THE ISSUER AS HAVING ACQUIRED THE WARRANT OR ANY WARRANT SHARES FOR ANY PURPOSE, UNLESS (I) A REGISTRATION STATEMENT UNDER THE SECURITIES ACT WITH RESPECT TO SUCH SECURITIES SHALL THEN BE IN EFFECT AND SUCH TRANSFER HAS BEEN QUALIFIED UNDER ALL APPLICABLE STATE SECURITIES LAWS OR (II) AN EXEMPTION FROM SUCH REGISTRATION AND QUALIFICATION SHALL BE AVAILABLE UNDER THE SECURITIES ACT AND SUCH LAWS, SUPPORTED BY AN OPINION OF COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED, WHICH OPINION AND COUNSEL ARE REASONABLY ACCEPTABLE TO THE COMPANY. THIS WARRANT AND THE

NONCOMPETITION AGREEMENT
Noncompetition Agreement • June 28th, 2007 • Renegy Holdings, Inc. • Arizona

This Noncompetition Agreement (the “Agreement”) dated as of May 8, 2007 is by and among Renegy Holdings, Inc., a Delaware corporation (the “Company”) and Robert W. Zack (the “Executive”), effective as of the Effective Date (as defined in Section 2).

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