0001193125-13-142303 Sample Contracts

SECOND ALLONGE TO SENIOR SECURED CONVERTIBLE NOTE
Senior Secured Convertible Note • April 4th, 2013 • Infinity Resources Holdings Corp. • Services-equipment rental & leasing, nec • Arizona

This Second Allonge (the “Second Allonge”), dated as of March 29, 2013, attached to and forming a part of the Senior Secured Convertible Note, dated March 22, 2012 (collectively, the “Note”), made by EARTH911, INC., a Delaware corporation (the “Company”), payable to the order of STOCKBRIDGE ENTERPRISES, L.P., a Nevada limited partnership (the “Holder”), in the principal amount of $1,000,000 is entered into by the Company and Holder as of the date above. On October 10, 2012, the parties entered into an Allonge (the “Allonge”), which is supplemented by this Second Allonge.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 4th, 2013 • Infinity Resources Holdings Corp. • Services-equipment rental & leasing, nec • Arizona

This Securities Purchase Agreement (this “Agreement”) dated March 22, 2012 is made by and between Earth911, Inc., a Delaware corporation (the “Company”), and Stockbridge Enterprises, L.P., a Nevada limited partnership (the “Buyer”).

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