PURCHASE AND SALE AGREEMENT dated as of August 4, 2006 among PFIZER INC., G.D. SEARLE LLC, AUGUSTA BIOFUELS, LLC and COASTALXETHANOL LLCPurchase and Sale Agreement • March 26th, 2007 • Xethanol Corp • Structural clay products • New York
This Purchase and Sale Agreement is made and entered into as of this 4th day of August, 2006, among Pfizer Inc., a Delaware corporation (“Pfizer”), G.D. Searle LLC, a Delaware limited liability company, Augusta Biofuels, LLC, a Georgia limited liability company (“Purchaser”), and CoastalXethanol LLC, a Delaware limited liability company (“CoastalXethanol”).
ESCROW AGREEMENTEscrow Agreement • March 26th, 2007 • Xethanol Corp • Structural clay products • Georgia
THIS ESCROW AGREEMENT (the "Agreement") is made and entered into on November 7, 2006, by and among Ellis, Painter, Ratterree & Adams LLP, whose address for notice is P.O. Box 9946, Savannah, Georgia 31412, as escrow agent (the "Escrow Agent"), Xethanol Corporation, whose address for notice is as set forth in the Amended and Restated Asset Purchase Agreement set forth below, as buyer (the “Buyer”), and Carolina Fiberboard Corporation LLC, whose address for notice is James Andrew Saputo, Jr., Esq., Thompson & Saputo, PLLC, 1708 Trawick Road, Suite 111, Raleigh, North Carolina 27604, as sellers (hereinafter, collectively and individually, the "Sellers").
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 26th, 2007 • Xethanol Corp • Structural clay products • New York
This Asset Purchase Agreement (the "Agreement" or “agreement”) is entered into as of August 7, 2006, by and between Carolina Fiberboard Corporation LLC (“CFC”), as seller (hereinafter referred to as the "Seller"), Victor Kramer ( the “Principal”), and Xethanol Corporation, as buyer (hereinafter, the “Buyer”); and, on the terms and conditions set forth below, Sellers have agreed to sell to Buyer, and Buyer has agreed to buy from Sellers, substantially all of the business and assets of Sellers. Now, therefore, in consideration of the premises, the mutual covenants, the representations and warranties, and the purchase price set forth herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto each agrees as follows:
CONSULTING AGREEMENTConsulting Agreement • March 26th, 2007 • Xethanol Corp • Structural clay products • New York
This Consulting Agreement is made by and between Christopher d’Arnaud-Taylor ("Consultant"), residing at 360 West 22nd Street, 16B, New York, NY 10011 and Xethanol Corporation ("Xethanol"), a Delaware corporation, with its principal offices located at 1185 Avenue of the Americas, 20th Floor, New York, NY 10036.
EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2007 • Xethanol Corp • Structural clay products • New York
THIS EMPLOYMENT AGREEMENT (the "Agreement") is made as of this [7th] day of September, 2006 between Xethanol Corporation (the "Company") and Thomas Endres (the "Executive").
CONSULTING AGREEMENTConsulting Agreement • March 26th, 2007 • Xethanol Corp • Structural clay products • New York
This consulting agreement (the "Agreement") is made as of August 25, 2006, by and between Xethanol Corporation (hereinafter, the "Company") and Christopher d’Arnaud-Taylor (hereinafter, the "Consultant").
TERMINATION AGREEMENTTermination Agreement • March 26th, 2007 • Xethanol Corp • Structural clay products • New York
This Agreement, entered into August 24, 2006 is between Xethanol Corporation, a Delaware corporation (the "Company") and Christopher d’Arnaud-Taylor ("Employee").
