0001193125-08-163894 Sample Contracts

COVENANT NOT TO COMPETE
Covenant Not to Compete • August 1st, 2008 • VCG Holding Corp • Services-amusement & recreation services • California

THIS COVENANT NOT TO COMPETE (this “Agreement”) is made and effective as of the 28 day of July, 2008 (the “Closing Date”), between Glenn Smith, a resident of the State of California (“Smith”), and VCG-IS, LLC, a Colorado limited liability company (“VCG-IS”).

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ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 1st, 2008 • VCG Holding Corp • Services-amusement & recreation services • California

This Agreement is entered into on the 15th day of March, 2008, between 2640 W. Woodland, Inc., a corporation organized under the laws of California, with its principal office located at 2640 W. Woodland, Anaheim, California (“Woodland” and/or “Seller”), and Glenn Smith, the sole shareholder of Woodland (“Smith”) , and VCG-IS, LLC, a limited liability company organized under the laws of Colorado HANDWRITTEN AND INITIALED: MO /GS CALIFORNIA, a subsidiary of VCG Holding Corp., a Colorado corporation (“Buyer”).

SECURITY AGREEMENT
Security Agreement • August 1st, 2008 • VCG Holding Corp • Services-amusement & recreation services • California

THIS AGREEMENT, made this 28th day of July, 2008, by and between VCG-IS LLC, a California limited liability company (the “Debtor” or “Business,” where applicable) and 2640 W. Woodland, Inc. (the “Lender”).

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