Forza Environmental Building Products, Inc.: Exhibit 10.01 - Filed by newsfilecorp.com






Agreement to Purchase

This Agreement to Purchase (“Agreement”) is made and effective
this 27th day of November, 2010, by and between:

Merryhome, SA de C.V. and its associated businesses
(also herein: “MerryHome”) located and doing business with offices at 18480
Calle Cochimies, Tijuana, B.C. C.P. 22216, and

FORZA Environmental Building Products, Inc. (also
herein: “FORZA”) located and doing business with offices at 5927 Balfour Court,
Suite 112, Carlsbad, California 92008.

FORZA Environmental Building Products, Inc. desires to sell to
MerryHome Inc., and MerryHome, Inc. desires to purchase from FORZA Environmental
Building Products, Inc., their self-manufactured product known as the FORZA
Artzer Z-Panel. 

Therefore, in consideration of the mutual promises herein
contained, the parties hereto agree as follows:

1. Sale

FORZA Environmental Building Products, Inc. agrees to sell,
transfer and convey to MerryHome Inc., and MerryHome Inc. agrees to purchase a
total quantity of FORTY-THOUSAND (40,000) FORZA Artzer Z-Panels (herein the
“Panels” and/or the Artzer Z-Panels) as required by MerryHome.

Sale and Delivery of these panels will follow the purchasing
process of MerryHome, with purchase orders issued on an as need basis and
contingent upon the needs and requirements of MerryHome. Orders delivered deduct
from the total 40,000 panel sales agreement.

The first (1st) Order and Delivery shall provide the
TWO-HUNDRED Panels estimated necessary to provide training for and construction
of the “Los Pinos Demo House”.

2. Selling Price

MerryHome Inc. shall pay to FORZA Environmental Building
Products, Inc. the amount of FIFTY-DOLLARS ($50.00) per each FORZA Artzer
Z-Panel as delivered.

MerryHome Inc. shall order and receive and make payment within
10 days following each delivery of the Z-Panels by FORZA Environmental Building
Products, Inc. as provided herein, subject to MerryHome Inc.’s right of
inspection as set forth in Section 4 below. 




3. Right of Inspection

MerryHome, Inc. shall have the right to inspect the Panels on
arrival at MerryHome Inc.’s facility. Within 7 days after delivery, MerryHome
Inc. must give notice to FORZA Environmental Building Products, Inc. of any
claim with respect to the condition, quality or grade of the Panels or
non-conformance to this Agreement, specifying the basis of the claim in detail
by hand-delivered / acknowledged & signed receipt or by a recognized
overnight delivery service such as FedEx.

In the case of a claim, FORZA Environmental Building Products,
Inc. may, at its option, inspect the Panels at MerryHome Inc.’s facilities to
confirm that the Panels do not conform.

Failure of MerryHome, Inc. to comply with these conditions
within the time set forth herein shall constitute irrevocable acceptance of the
Panels by MerryHome Inc. In the event the Panels do not conform to this
Agreement, MerryHome Inc.’s sole remedy and FORZA Environmental Building
Products, Inc.’s sole obligation shall be at FORZA Environmental Building
Products, Inc.’s option to replace the Panels at FORZA Environmental Building
Products, Inc.’s expense or credit MerryHome Inc. the amount of the purchase
price for the non-conforming Panels.

4. Transfer of Ownership

Transfer of ownership rights in the Panels shall not pass to
MerryHome Inc. until MerryHome Inc. has paid in full the said purchase price of
the individual order to FORZA Environmental Building Products, Inc.

5. Limitation of Liability

In no event shall FORZA Environmental Building Products, Inc.
be liable for any special, indirect, incidental or consequential damages arising
out of or connected with this Agreement or the Panels, regardless of whether a
claim is based on contract, tort, strict liability or otherwise, nor shall
MerryHome Inc.’s damages exceed the amount of the purchase price of the
Panels.

6. Taxes

MerryHome Inc. shall pay or reimburse in full FORZA
Environmental Building Products, Inc. as appropriate for any sales, use, excise
or other tax imposed or levied with respect to the payment of the purchase price
for the Panels or the conveyance of title in the Panels to MerryHome Inc. by any
recognized government authority, whether at the local, state, or federal
level.

In no event shall MerryHome Inc. be responsible for any tax
imposed upon FORZA Environmental Building Products, Inc. based upon FORZA
Environmental Building Products, Inc.’s income or for the privilege of doing
business.

7. Notices

Any notice required by this Agreement or given in connection
with it, shall be in writing and shall be given to the appropriate party by
personal delivery or recognized over night delivery services such as FedEx.




If to FORZA Environmental Building Products, Inc.: Michael C.
Lee

If to MerryHome Inc.: Charles Wang

8. Entirety of Agreement

The Terms and Conditions set forth herein constitute the entire
agreement between the parties and supersede any communications or previous
agreements with respect to the subject matter of this Agreement. No change can
be made to this Agreement other than in writing and signed by both parties.

9. Termination of Contract

This contract will be in effect for 2 years from the date of
signing. Any remaining orders not yet effectuated can be renegotiated at that
time with the understanding that another contract may be written to carry the
remainder of the order or any potential additional orders forward.

10. Governing Law

This Agreement shall be construed and enforced according to the
laws of the State of Baja California, Mexico. Disputes under this Agreement must
be brought in this venue unless the parties mutually agree to do otherwise.

11. Headings in this Agreement

The headings in this Agreement are for convenience only,
confirm no rights or obligations in either party, and do not alter any terms of
this Agreement.

In Witness whereof: both of the parties have executed this
Agreement as of the date first written above.

________________________________________Date
11/27/2010

For: MerryHome , SA de C.V.

________________________________________Date___________

For: FORZA Environmental Building Products, Inc.