EcoReady Corp - FORM 8-K/A - EX-10.8 - ASSIGNMENT AND CONVEYANCE, DATED JANUARY 12, 2010 FROM PERF GO-GREEN - July 12, 2012

Attached files

file filename
8-K/A - CURRENT REPORT - EcoReady Corpf8k051110a1_ecoready.htm
EX-10.7 - CLOSING AGREEMENT AND CONVEYANCE, DATED JANUARY 12, 2010 WITH PERF GO-GREEN - EcoReady Corpex10-7.htm
EX-10.9 - LICENSING AGREEMENT, DATED JANUARY 12, 2010 WITH PERF GO-GREEN - EcoReady Corpex10-9.htm
EX-10.3 - CONSULTING AGREEMENT WITH MICHAEL CARIDI DATED JUNE 1, 2010 - EcoReady Corpex10-3.htm
EX-10.6 - JOINT VENTURE AGREEMENT, DATED JANUARY 29, 2009, BETWEEN PERF GO-GREEN AND PERF POWER - EcoReady Corpex10-6.htm
EX-10.19 - WAIVER AGREEMENT WITH SKYEBANC, INC., DATED APRIL 4, 2011 - EcoReady Corpex10-19.htm
EX-10.10 - LIMITED LIABILITY COMPANY AGREEMENT FOR FIREBIRD VENTURES, LLC, DATED APRIL 30, 2010 - EcoReady Corpex10-10.htm
EX-10.12 - SUBSCRIPTION AGREEMENT FOR FIREBIRD VENTURES LLC DATED APRIL 30, 2010 - EcoReady Corpex10-12.htm
EX-10.15 - LOCK UP AGREEMENT DATED APRIL 29, 2011, BY AND AMONG THE COMPANY, PERF GO-GREEN,HOLDINGS, INC. WHALEHAVEN CAPITAL FUND LIMITED, ALPHA CAPITAL ANSTALT AND CHESTNUT RIDGE CAPITAL LLC - EcoReady Corpex10-15.htm
EX-10.22 - AMENDED EMPLOYMENT AGREEMENT WITH BORIS RUBIZHEVSKY, DATED JUNE 1, 2010, WITH ECOREADY CORPORATION - EcoReady Corpex10-22.htm
EX-10.18 - PLACEMENT AGENT AGREEMENT WITH NETWORK 1 FINANCIAL SECURITIES, INC., DATED FEBRUARY 9, 2011 - EcoReady Corpex10-18.htm
EX-10.20 - AMENDMENT TO LICENSING AGREEMENT, DATED DECEMBER 8, 2010, BETWEEN PERFPOWER CORPORATION AND PERF GO-GREEN HOLDINGS, INC. - EcoReady Corpex10-20.htm
EX-10.16 - LOCK UP AGREEMENT DATED APRIL 29, 2011, BY AND AMONG THE COMPANY, BLUEFISH GROUP, INC. WHALEHAVEN CAPITAL FUND LIMITED, ALPHA CAPITAL ANSTALT AND CHESTNUT RIDGE CAPITAL LLC - EcoReady Corpex10-16.htm
EX-10.13 - FORM OF AGREEMENT TO EXCHANGE OWNERSHIP OF FIREBIRD VENTURES - EcoReady Corpex10-13.htm
EX-10.17 - PLACEMENT AGENT AGREEMENT WITH SKYEBANC, INC., DATED JUNE 29, 2010 - EcoReady Corpex10-17.htm
EX-10.14 - AMENDMENT AND WAIVER AGREEMENT, DATED APRIL 4, 2011 WITH THE SUBSCRIBERS LISTED THEREIN - EcoReady Corpex10-14.htm
EX-10.11 - SERVICE AGREEMENT BETWEEN ECOREADY CORPORATION AND FIREBIRD RESEARCH, LLC, DATED APRIL 30, 2010 - EcoReady Corpex10-11.htm
EX-10.21 - AMENDMENT TO CARIDI CONSULTING AGREEMENT, DATED DECEMBER 8, 2010 - EcoReady Corpex10-21.htm
EX-99.1 - AUDITED FINANCIAL STATEMENTS FROM NOVEMBER 13, 2009 (INCEPTION) THROUGH DECEMBER 31, 2009 - EcoReady Corpf8k051110a1_ex99i.htm
EX-99.2 - AUDITED CARVE OUT FINANCIAL STATEMENTS OF PERF-GO GREEN HOLDINGS, INC. FROM JULY 11, 2009 (INCEPTION) THROUGH DECEMBER 31, 2009 - EcoReady Corpf8k051110a1_ex99ii.htm
EX-99.3 - PROFORMA FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2009 - EcoReady Corpf8k051110a1_ex99iii.htm
EX-4.5 - $391,500 PROMISSORY NOTE IN FAVOR OF BORIS RUBIZHEVSKY - EcoReady Corpf8k051110a1ex4v_ecoready.htm
EX-4.10 - COMMON STOCK PURCHASE WARRANT DATED JUNE 20, 2012 WITH CHESTNUT RIDGE PARTNERS, LP - EcoReady Corpf8k051110a1ex4x_ecoready.htm
EX-4.11 - COMMON STOCK PURCHASE WARRANT DATED JUNE 20, 2012 WITH WHALEHAVEN FUND LTD. - EcoReady Corpf8k051110a1ex4xi_ecoready.htm
EX-4.9 - COMMON STOCK PURCHASE WARRANT DATED MAY 20, 2012 WITH ALPHA CAPITAL - EcoReady Corpf8k051110a1ex4ix_ecoready.htm
EX-4.6 - SECURED CONVERTIBLE PROMISSORY NOTE DATED MAY 20, 2012 IN FAVOR OF ALPHA CAPITAL - EcoReady Corpf8k051110a1ex4vi_ecoready.htm
EX-10.5 - FORM OF SECURITY AGREEMENT - EcoReady Corpf8k051110a1ex10v_ecoready.htm
EX-10.4 - EMPLOYMENT AGREEMENT WITH BORIS RUBIZHEVSKY, DATED JUNE 1, 2010 - EcoReady Corpf8k051110a1ex10iv_ecoready.htm
EX-4.12 - $72,495 PROMISSORY NOTE IN FAVOR OF LUCOSKY BROOKMAN LLP - EcoReady Corpf8k051110a1ex4xii_ecoready.htm
EX-4.7 - SECURED CONVERTIBLE PROMISSORY NOTE DATED JUNE 20, 2012 IN FAVOR OF CHESTNUT RIDGE PARTNERS, LP - EcoReady Corpf8k051110a1ex4vii_ecoready.htm
EX-4.8 - SECURED CONVERTIBLE PROMISSORY NOTE DATED JUN E 20, 2012 IN FAVOR OF WHALEHAVEN FUND LTD. - EcoReady Corpex4-8.htm
Exhibit 10.8
 
ASSIGNMENT AND CONVEYANCE
 
The undersigned hereby transfers, assigns and conveys to EcoReady Corporation., a Nevada corporation with its principal offices located at 1365 N. Courtenay Parkway, Suite A, Merritt Island, FFL 32953, all of its right, title, interest, ownership and claim to the following:
 
1.  
All claims, rights and benefits to and  related to United States Trademark PerfPower™ trademark, No. 3710192 as registered with the US Patent and Trademark Office and related logos, trade dress and marketing materials related to the alkaline batteries, and to all common law, state, foreign and other trademarks, trade names or other rights to the name PerfPower™.

2.  
All customer contracts pending, in process, outstanding or otherwise existing as of January 1, 2010, relating to or involving the sale of products under the label PerfPower™ referenced in Paragraph 1 above, which as a result of this Assignment and Conveyance shall be and become the exclusive customers of EcoReady Corporation, for all alkaline battery products and any products similar to or competitive therewith.

3.  
All customers lists, customer names, accounts receivable as of January 1, 2010, inventory, purchase orders, sales orders, work in process, of the undersigned relating to or arising out of the marketing, sale or distribution of alkaline battery products under the label PerfPower™ referenced in Paragraph 1 above.

4.  
All manufacturing agreements, relationships and other business contacts with any manufacturers of products under the label PerfPower™ referenced in Paragraph 1 above, including but not limited to, Linyi Huatai Battery Co., Ltd.

5.  
All foreign distributor agreements, relationships and other business contacts with any foreign distributor of products under the label PerfPower™ referenced in Paragraph 1above.

6.  
Any and all tangible or intangible assets, know-how, good will, and other assets of or relating to the manufacture and sale of products under the label PerfPower™ referenced in Paragraph 1above.

The undersigned further agrees and undertakes to cooperate with EcoReady Corporation in filing or causing to be filed any and all required assignments under the U.S. Patent Office Electronic Trademark Assignment System (ETAS) of the trademark referred to herein, as well as any and all required transfers and assignments of all licenses, authorizations, permits or similar regulatory consents and approvals,  and all state, local and foreign licenses, authorizations, permits or similar regulatory consents and approvals, all as part of the required conditions to closing under Paragraph 1.1 of that certain Joint Venture Agreement executed December 29, 2009, between Perf Go-Green Holdings, Inc., Boris Rubizhevsky and EcoReady Corporation (f/k/a PerfPower Corporation.

Dated this 12th day of January, 2010

Perf Go-Green Holdings, Inc.

By:  
 /s/ Michael Caridi  
  Michael Caridi  
  Chief Operating Officer  
 
 

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