AmeriResource Technologies, Inc. Las Vegas, NV 89120Warrant Agreement • December 12th, 2008 • Ameriresource Technologies Inc • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2008 Company Industry JurisdictionTHIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES FINANCING AGREEMENT DATED AS OF DECEMBER 1, 2008, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 12th, 2008 • Ameriresource Technologies Inc • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2008 Company Industry JurisdictionREGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 1, 2008, and among AmeriResource Technologies, Inc., a Delaware corporation with its headquarters located at 3440 E. Russell Road, Suite 217, Las Vegas, NV 89120 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • December 12th, 2008 • Ameriresource Technologies Inc • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2008 Company Industry JurisdictionINTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of December 1, 2008, by and among AmeriResource Technologies, Inc., a Delaware corporation (“Parent”), RoboServer Systems Corp, BizAuctions, Inc., AuctionWagon, West Texas Real Estate and Resources, Inc., Self-Serve Technologies, Inc., Net2Auction Corporation, Business Auctions, Inc., and BizAuctions, Corp (collectively the “Subsidiary”)(hereinafter the Parent and the Subsidiary shall collectively be referred to as the “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).
DEBT ASSUMPTION, SETTLEMENT AGREEMENTDebt Assumption, Settlement Agreement and General Release • December 12th, 2008 • Ameriresource Technologies Inc • Services-business services, nec • Nevada
Contract Type FiledDecember 12th, 2008 Company Industry JurisdictionThis Agreement and General Release is made and entered into between AMERIRESOURCE TECHNOLOGIES, INC. (ARIO), MIDNIGHT HOLDINGS GROUP, INC. (MHGI) and AJW PARTNERS (AJW). The above-named parties are referred to collectively hereinafter as the Parties.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 12th, 2008 • Ameriresource Technologies Inc • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2008 Company Industry JurisdictionSECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 1, 2008, by and among AmeriResource Technologies, Inc., a Delaware corporation, with headquarters located at 3440 E. Russell Road, Suite 217, Las Vegas, NV 89120 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).
SUBSIDIARY GUARANTYSubsidiary Guaranty • December 12th, 2008 • Ameriresource Technologies Inc • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2008 Company Industry JurisdictionTHIS SUBSIDIARY GUARANTY (this “Subsidiary Guaranty”), dated as of December 1, 2008, among AmeriResource Technologies, Inc., a Delaware corporation (the “Company”), RoboServer Systems Corp, BizAuctions, Inc., ARRT Receivables, Inc.; AuctionWagon, West Texas Real Estate and Resources, Inc., Self-Serve Technologies, Inc., Net2Auction Corporation, Business Auctions, Inc., and BizAuctions, Corp (individually a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”), for the benefit of the secured parties signatory hereto and their respective endorsees, transferees and assigns (individually a “Secured Party” and collectively, the “Secured Parties”).
AmeriResource Technologies, Inc. December 1, 2008Securities Purchase Agreement • December 12th, 2008 • Ameriresource Technologies Inc • Services-business services, nec
Contract Type FiledDecember 12th, 2008 Company Industry
SECURITY AGREEMENTSecurity Agreement • December 12th, 2008 • Ameriresource Technologies Inc • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2008 Company Industry JurisdictionSECURITY AGREEMENT (this “Agreement”), dated as of December 1, 2008, by and among AmeriResource Technologies, Inc., a Delaware corporation (“Parent”), RoboServer Systems Corp, BizAuctions, Inc., ARRT Receivables, Inc.; AuctionWagon, West Texas Real Estate and Resources, Inc., Self-Serve Technologies, Inc., Net2Auction Corporation, Business Auctions, Inc., and BizAuctions, Corp. (collectively the “Subsidiary”)(hereinafter the Parent and the Subsidiary shall collectively be referred to as the “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).