REGISTRATION RIGHTS AGREEMENT ----------------------------- REGISTRATION RIGHTS AGREEMENT (this "Agreement") dated as of April 28, 2005 by and between THE CERTO GROUP, INC., a Delaware corporation (the "Company"), and CORNELL CAPITAL PARTNERS, LP, a...Registration Rights Agreement • August 25th, 2005 • National Diversified Services Inc • Blank checks • New Jersey
ESCROW AGREEMENT ---------------- THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of April 28, 2005 by THE CERTO GROUP, INC., a Delaware corporation (the "Company"); CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership...Escrow Agreement • August 25th, 2005 • National Diversified Services Inc • Blank checks • New Jersey
SECURITY AGREEMENT THIS SECURITY AGREEMENT (the "Agreement"), is entered into and made effective as of August 19, 2005, by and between NATIONAL DIVERSIFIED SERVICES, INC., a Delaware corporation with its principal place of business located at Building...Security Agreement • August 25th, 2005 • National Diversified Services Inc • Blank checks • New Jersey
ASSIGNMENT AND ASSUMPTION AGREEMENT KNOW ALL MEN BY THESE PRESENTS: THAT NADS ACQUISITION CORP. (Formerly, THE CERTO GROUP, INC.) a Delaware corporation (the "Seller"), as of August 19, 2005, for and in consideration of the assumption by NATIONAL...Assignment and Assumption Agreement • August 25th, 2005 • National Diversified Services Inc • Blank checks
No. CCP-1 $990,000 NATIONAL DIVERSIFIED SERVICES, INC. Convertible Compensation Debenture Due November 19, 2007 This Convertible Compensation Debenture (the "Debenture") is issued by NATIONAL DIVERSIFIED SERVICES, INC., a Delaware corporation (the...National Diversified Services Inc • August 25th, 2005 • Blank checks
THE CERTO GROUP, INC. PLACEMENT AGENT AGREEMENTAgent Agreement • August 25th, 2005 • National Diversified Services Inc • Blank checks • New Jersey
STANDBY EQUITY DISTRIBUTION AGREEMENT ------------------------------------- THIS AGREEMENT dated as of the 28th day of April 2005 (the "Agreement") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and THE CERTO...Equity Distribution Agreement • August 25th, 2005 • National Diversified Services Inc • Blank checks • New Jersey
