0001362310-09-005257 Sample Contracts

Contract
Home Solutions of America Inc • April 13th, 2009 • Services-management services

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED, SOLD OR TRANSFERRED (OTHER THAN IN RELIANCE UPON RULE 144 PROMULGATED UNDER SUCH ACT) IN THE ABSENCE OF A REGISTRATION STATEMENT UNLESS THE COMPANY RECEIVES AN OPINION OF COUNSEL REASONABLY ACCEPTABLE TO IT STATING THAT SUCH SALE OR TRANSFER IS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT.

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PARTNERSHIP INTEREST PURCHASE AGREEMENT
Partnership Interest Purchase Agreement • April 13th, 2009 • Home Solutions of America Inc • Services-management services • Texas

This PARTNERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 1st day of September 2008, by and between NBM ENTERPRISES L.L.C, a Texas limited liability company (“NBM”), JEFFREY M. MATTICH, a resident in the State of Texas ( “Mattich” and, together with NBM, the, “Purchasers”), FSS HOLDING CORP., a Texas corporation (“FSS”) and HOME SOLUTIONS OF AMERICA, INC. a Delaware corporation ( and ‘together with FSS the “Sellers”)’

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • April 13th, 2009 • Home Solutions of America Inc • Services-management services • Florida

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the 30th day of September, 2008 (the “Effective Date”), by and among SouthernStone Cabinets, Inc., a Florida corporation (the “Company”); Southern Exposure Holdings, Inc., a Florida corporation (“Seller”); Home Solutions of America, Inc., a Delaware corporation (“HSOA”); and David M. Baccari, a resident of Pinellas County, Florida (“Buyer”) (the Company, Buyer, Seller and HSOA each shall hereinafter be referred to as a “Party” and together as “Parties”).

DEED OF TRUST AND SECURITY AGREEMENT
Deed of Trust and Security Agreement • April 13th, 2009 • Home Solutions of America Inc • Services-management services

THIS DEED OF TRUST AND SECURITY AGREEMENT (the “Deed of Trust”) is made this 31st day of March, 2009, by HOME SOLUTIONS OF AMERICA, INC, a Delaware corporation, organizational identification number 2844384 and f/k/a Nextgen Communications Corporation (the “Grantor”), with a mailing address at 1340 Poydras Street, Suite 1800, New Orleans, Louisiana 70112, to PETER GRAF, Trustee (the “Trustee”), with a mailing address at First American Title Insurance Company, 2626 Howell Street, 10th Floor, Dallas, Texas 75204, for the benefit of PW STEPHENS ENVIRONMENTAL, INC., a Delaware corporation, with a mailing address at 15201 Pipeline Lanes #B, Huntington Beach, California 92649 (together with its successors or assigns, the “Beneficiary”).

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