REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 25th, 2007 • American Mold Guard Inc • Services-to dwellings & other buildings • New York
This Agreement is made pursuant to the Security Agreement, dated as of the date hereof, by and among the Purchaser, the Company and various subsidiaries of the Company (as amended, modified or supplemented from time to time, the "Security Agreement"), and pursuant to the Secured Convertible Term Note and Warrants referred to therein.
ContractWarrant Agreement • July 25th, 2007 • American Mold Guard Inc • Services-to dwellings & other buildings • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO AMERICAN MOLD GUARD, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractSecured Convertible Term Note • July 25th, 2007 • American Mold Guard Inc • Services-to dwellings & other buildings
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO AMERICAN MOLD GUARD, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractSecured Revolving Note • July 25th, 2007 • American Mold Guard Inc • Services-to dwellings & other buildings
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO AMERICAN MOLD GUARD, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • July 25th, 2007 • American Mold Guard Inc • Services-to dwellings & other buildings • New York
THIS EQUITY PLEDGE AGREEMENT (this "Agreement") is entered into as of July 19, 2007 by and between AMERICAN MOLD GUARD, INC., a California corporation ("(the "Pledgor") and CALLIOPE CAPITAL CORPORATION, a Delaware corporation ("Calliope").
SECURITY AGREEMENT CALLIOPE CAPITAL CORPORATION AMERICAN MOLD GUARD, INC. AMG SCIENTIFIC, LLC and TRUST ONE TERMITE, INC. Dated: July 19, 2007Security Agreement • July 25th, 2007 • American Mold Guard Inc • Services-to dwellings & other buildings • New York
