0001019687-98-000058 Sample Contracts

R E C I T A L S
Agreement and Plan of Reorganization • March 3rd, 1998 • American Custom Components Inc • California
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ARTICLE 2 REPRESENTATIONS AND WARRANTIES
Stock Purchase Agreement • March 3rd, 1998 • American Custom Components Inc • California
AGREEMENT ---------
Employment Agreement • March 3rd, 1998 • American Custom Components Inc • California
RECITALS
Option Agreement • March 3rd, 1998 • American Custom Components Inc
RECITALS
Option Agreement • March 3rd, 1998 • American Custom Components Inc
AGREEMENT ---------
Employment Agreement • March 3rd, 1998 • American Custom Components Inc • California
RECITALS
Settlement Agreement • March 3rd, 1998 • American Custom Components Inc • California
AGREEMENT
Convertible Note Purchase Agreement • March 3rd, 1998 • American Custom Components Inc

This Agreement is made by and between American Custom Components, Inc., a Nevada corporation (the "Company") and Generation Capital Associates, a New York limited partnership (the "Investor") effective as of September 29, 1997.

RECITALS
Corporate Development Agreement • March 3rd, 1998 • American Custom Components Inc • California
AGREEMENT
Stock Purchase Agreement • March 3rd, 1998 • American Custom Components Inc

Whereas, ACC plans to be publicly traded in August 1997, and in consideration for the release of Bogarts 40% Share of the company, ACC will issue to Bogart 325,000 shares of its common stock. Furthermore ACC guarantees the value of the issued stock to be $3.00 per share (valued at $ 975,000 ) for the entire period which Bogart holds the stock. In the event that the stock held by Bogart is traded at a market value less than $3.00 per share, 18 months from this agreement (April 1, 1999), Inge Lundegaard / Tony Walk will transfer sufficient stock to Bogart bringing the value of his stock to a minimum value of $975,000 by April 1, 1999.

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