0001181431-07-047578 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration 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.

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Contract
Common Stock Purchase Warrant • 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.

Contract
American Mold Guard Inc • July 25th, 2007 • 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.

Contract
American Mold Guard Inc • July 25th, 2007 • 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 AGREEMENT
Equity 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, 2007
Security Agreement • July 25th, 2007 • American Mold Guard Inc • Services-to dwellings & other buildings • New York
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