REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control • New York
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of 25th day of February, 2008 by and between Entech Environmental Technologies, Inc., a corporation organized and existing under the laws of the State of Florida (the “Company”), and Barron Partners L.P., a Delaware limited partnership (hereinafter referred to as the “Investor”). Unless defined otherwise, capitalized terms herein shall have the identical meaning as in the Preferred Stock Purchase Agreement dated as of the date hereof by and between the Company and the Investor (the “Preferred Stock Purchase Agreement”.)
VOTING TRUST AGREEMENTVoting Trust Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control • New York
THIS VOTING TRUST AGREEMENT (“Agreement”) is made and entered into by and between Fancylight Limited, a BVI company (“Holder”), shareholder of Entech Environmental Technologies, Inc. (“Corporation”), and Hongke Xue, a resident of the People’s Republic of China (“Voting Trustee”).
CALL OPTION AGREEMENTCall Option Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control • New York
This CALL OPTION AGREEMENT (this “Agreement”) is made and entered into as of February 25, 2008 (the “Effective Date”), between Hongke Xue, a resident of the People’s Republic of China (“Purchaser”) and Fancylight Limited, a BVI company (“Seller”). Purchaser and Seller are also referred to herein together as the “Parties” and individually as a “Party”.
Re: Make Good Escrow AgreementMake Good Escrow Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control • New York
This agreement will set forth the terms pursuant to which Entech Environmental Technologies, Inc., a Florida corporation (the “Company”), will deposit into escrow with you (the “Escrow Agent”) 2,000,000 shares of Series B Preferred Stock, which are the shares defined as the Make Good Escrow Stock in that certain securities purchase agreement (the “Purchase Agreement”), dated February 25, 2008 among the Company, Barron Partners L.P. (“Barron Partners”) and the other investors named therein. Barron Partners and the Company shall be collectively called “Interested Parties”.
Re: Escrow AgreementEscrow Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control
This agreement will set forth the terms pursuant to which Barron Partners, L.P. (“Barron Partners”) will deposit into escrow with you (the “Escrow Agent”) the sum of Three Million three hundred thousand dollars ($3,300,000) and EOS Holdings, LLC (“EOS”, together with Barron, the “Investors”) will deposit into escrow with you (the “Escrow Agent”) the sum of one hundred thousand dollars ($100,000) for disbursement in connection with a financing for Shaanxi Tianren Organic Food Company, Ltd. pursuant to a proposed securities purchase agreement (the “Purchase Agreement”). The escrow deposit, together with accrued interest, is referred to as the “Escrow Fund.”
Loan AgreementLoan Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control
After mutually and consistently consulted with each other, agreed that Party A lend Party B capital. Therefore, sign this agreement to enable both parties to compliant with it mutually.
Lease AgreementLease Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control
Accordance with relevant regulations of Contract Law of the People’s Republic of China, with regard of property leasing, both parties agree and are compliant with that:
VOTING TRUST AND ESCROW AGREEMENTVoting Trust and Escrow Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control • New York
THIS VOTING TRUST AND ESCROW AGREEMENT (“Agreement”) is made and entered into as of the 25th day of February, 2008 by and among the board members of China Tianren Organic Food Holding Company Limited. (“China Tianren”), as attorney-in-fact for some shareholders of Entech Environmental Technologies, Inc.(the “Corporation”) set forth on Schedule A attached hereto (each a “Holder” and collectively, the “Holders”), and Lin Bai. (“Voting Trustees”).
SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT BY AND AMONG ENTECH ENVIRONMENTAL TECHNOLOGIES, INC., BARRON PARTNERS LP AND EOS HOLDINGS, LLC DATED FEBRUARY 25, 2008Series B Convertible Preferred Stock Purchase Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of the 25th day of February, 2008 between Entech Environmental Technologies, Inc., a Florida corporation (the “Company”), and each of the parties signatory hereto (each an “Investor”, and collectively, the “Investors”).
Loan AgreementLoan Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control
Accordance with the principle of honesty, mutual trust, making compensation for equal value, after consistently consulted with each other, the parties hereto agree and are compliant with that:
Share Transfer AgreementShare Transfer Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control
The above six persons are whole shareholders of Huludao Wonder Fruit Co., Ltd., (hereinafter refers to “Wonder Fruit”) holding totaling 100% shares of Wonder Fruit.
VOTING TRUST AND ESCROW AGREEMENTVoting Trust and Escrow Agreement • March 3rd, 2008 • Entech Environmental Technologies Inc • Industrial instruments for measurement, display, and control • New York
THIS VOTING TRUST AND ESCROW AGREEMENT (“Agreement”) is made and entered into as of the 25th day of February, 2008 by and among the board members of Winsun Limited. (“Winsun”), as attorney-in-fact for some shareholders of Entech Environmental Technologies, Inc.(the “Corporation”) set forth on Schedule A attached hereto (each a “Holder” and collectively, the “Holders”), and Sixiao An (“Voting Trustees”).
