Exhibit 10.3 ------------ WARRANT AGREEMENT THESE SECURITIES AND THE SECURITIES ISSUABLE UPON THEIR EXERCISE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED UNLESS COVERED BY AN EFFECTIVE REGISTRATION STATEMENT...Warrant Agreement • February 24th, 2006 • Walker Financial Corp • Services-photofinishing laboratories • Massachusetts
Exhibit 10.7 ------------ SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement"), dated as of February 20, 2006, by and among Walker Financial Corp, a Texas corporation ("Company"), and Dutchess Private Equities Fund, II, LP, a Delaware Limited...Security Agreement • February 24th, 2006 • Walker Financial Corp • Services-photofinishing laboratories • Massachusetts
Exhibit 10.8 ------------ Walker Financial Corp. ____________________ This offering consists of $441,000 of the Company's 5 Year Convertible Debentures convertible into the Company's Common Stock. SUBSCRIPTION AGREEMENT SUBSCRIPTION PROCEDURES...Subscription Agreement • February 24th, 2006 • Walker Financial Corp • Services-photofinishing laboratories • Massachusetts
Exhibit 10.9 ------------ WALKER FINANCIAL CORPORATION PLACEMENT AGENT AGREEMENT Dated as of: February 20, 2006 The undersigned, Walker Financial Corporation, a Delaware corporation (the "COMPANY"), hereby agrees with US EURO Securities, Inc. (the...Placement Agent Agreement • February 24th, 2006 • Walker Financial Corp • Services-photofinishing laboratories • Delaware
Registration Rights Agreement (the "Agreement"), dated as of February 20, --------- 2005, by and between Walker Financial Corporation, a corporation organized under the laws of State of Delaware, with its principal executive office at 990 Stewart...Registration Rights Agreement • February 24th, 2006 • Walker Financial Corp • Services-photofinishing laboratories • Massachusetts
FACE AMOUNT $220,000 PRICE $220,000 DEBENTURE NUMBER December - 2005-101 ISSUANCE DATE December 23, 2005 MATURITY DATE December 22, 2010Debenture Agreement • February 24th, 2006 • Walker Financial Corp • Services-photofinishing laboratories • Massachusetts
Exhibit 10.4 ------------ INVESTMENT AGREEMENT INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of February 20, 2006 by and between Walker Financial Corporation, a Delaware corporation (the "Company"), and Dutchess Private Equities Fund, LP, a...Investment Agreement • February 24th, 2006 • Walker Financial Corp • Services-photofinishing laboratories • Massachusetts
Exhibit 10.6 ------------ DEBENTURE REGISTRATION RIGHTS AGREEMENT DEBENTURE REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 20, 2006, by and between Walker Financial Corp., a company organized under the laws of state of Delaware...Debenture Registration Rights Agreement • February 24th, 2006 • Walker Financial Corp • Services-photofinishing laboratories • Massachusetts
