Paid Inc Sample Contracts

Paid Inc – 2018 NON-QUALIFIED STOCK OPTION PLAN (April 1st, 2019)

The purposes of this PAID, Inc. 2018 Non-Qualified Stock Option Plan (the “2018 Plan”) are (i) to provide long-term incentives and rewards to those employees (the “Employee Participants”) of PAID, Inc., a Delaware corporation (the “Corporation”), and its subsidiaries (if any), and any other individuals, whether directors, consultants or advisors (the “Non-employee Participants”) who are in a position to contribute to the long-term success and growth of the Corporation and its subsidiaries, (ii) to assist the Corporation in retaining and attracting executives and employees and other individuals with requisite experience and ability, and (iii) to associate more closely the interests of such executives and employees and other persons with those of the Corporation’s stockholders.

Paid Inc – Report of Independent Registered Public Accounting Firm (March 17th, 2017)

We have audited the accompanying balance sheets of emergeIT Inc. as of December 31, 2015 and March 31, 2015, and the related statements of income and comprehensive loss, cash flows, and shareholders’ deficiency for the nine-month period ended December 31, 2015, and the year ended March 31, 2015. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

Paid Inc – September 30, 2016 (unaudited) December 31, 2015 Assets Current Cash $356,489 $50,870 Accounts receivable (Note 4) 54,335 19,564 Due from related party (Note 5) 956 9,650 Prepaid expenses and other assets 25,745 10,000 Funds held in trust 212,735 212,735 650,260 302,819 Capital assets (Note 6) 78,960 10,418 Development costs (Note 7) 42,414 126,023 $771,633 $439,260 Liabilities and Shareholders' Deficiency Accounts payable and accrued liabilities $704,610 $637,922 Due to related parties (Note 8) 259,752 497,298 Convertible promissory note (Note 9) 557,301 174,628 Deferred revenue 306,096 296,8 (March 17th, 2017)
Paid Inc – OF CERTIFICATE OF INCORPORATION OF PAID, INC. (December 23rd, 2016)

PAID, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware,

Paid Inc – The following amendment to Section 3 of the Bylaws of PAID, Inc. was approved on December 19, 2016, effective December 30, 2016. (December 23rd, 2016)
Paid Inc – AUTHORIZED CAPITAL (September 7th, 2016)

The maximum number of shares of each class that the Corporation is authorized to issue and the designation, rights, privileges, restrictions and conditions of each class of shares are set out below.

Paid Inc – AMALGAMATION AGREEMENT (September 7th, 2016)

EMERGEIT INC., a corporation incorporated under the laws of the Province of Ontario, with its registered office at 3350 Fairview Street, Suite 3-232, Burlington, Ontario, Canada, L7N 3L5 (“EmergeIT”);

Paid Inc – SUPPORT AGREEMENT (September 7th, 2016)

This SUPPORT AGREEMENT is made as of October 5, 2016 (this “Agreement”), among Paid Inc. (“Paid”), a corporation incorporated under the laws of the State of Delaware, 2534841 Ontario Inc. (“Callco”), a corporation incorporated under the laws of the Province of Ontario, and ShipTime Canada Inc. (“Amalco”), a corporation incorporated under the laws of the Province of Ontario.

Paid Inc – EXCHANGE AND CALL RIGHTS AGREEMENT (September 7th, 2016)

This EXCHANGE AND CALL RIGHTS AGREEMENT made as of October 5, 2016 (the “Agreement”), among Paid Inc. (“Paid”), a corporation incorporated under the laws of the State of Delaware, 2534841 Ontario Inc. (“Callco”), a wholly-owned subsidiary of Paid and a corporation incorporated under the laws of the Province of Ontario, ShipTime Canada Inc. (“Amalco”), a wholly-owned subsidiary of Paid and a corporation incorporated under the laws of the Province of Ontario, and Amalco in its capacity as agent and bare trustee on behalf of the holders of Exchangeable Shares (as defined herein) listed on Schedule “A” annexed hereto.

Paid Inc – EMPLOYMENT AGREEMENT (September 7th, 2016)

EMPLOYMENT AGREEMENT, entered into as of __, 2016 (the “Agreement”), by and between PAID, INC. a Delaware corporation (the “Company”), and ALLAN PRATT (the “Employee”).

Paid Inc – Contract (November 5th, 2015)

THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS (COLLECTIVELY, THE “LAWS”). THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF EITHER (I) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE LAWS, OR (II) AN OPINION OF COUNSEL PROVIDED TO THE ISSUER IN FORM, SUBSTANCE AND SCOPE REASONABLY ACCEPTABLE TO THE ISSUER TO THE EFFECT THAT REGISTRATION IS NOT REQUIRED UNDER THE LAWS DUE TO AN AVAILABLE EXCEPTION TO OR EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE LAWS.

Paid Inc – ASSET PURCHASE AGREEMENT by and among SWK TECHNOLOGIES, INC. and OPCENTER LIMITED LIABILITY COMPANY as Sellers HART SINGH as OpCenter Owner and PAID RUN LLC, as Buyer October 7, 2015 ASSET PURCHASE AGREEMENT (October 7th, 2015)

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is effective as of October 7, 2015, by and among SWK TECHNOLOGIES, INC., a Delaware corporation, located at 5 Regent Street, Suite 520, Livingston, NJ 07039 (“SWK”), OpCenter Limited Liability Company, 178 Windsor Place, Madison, NJ 07940, a New Jersey limited liability company (“OpCenter”, and collectively with SWK, the “Sellers”), Hart Singh (the “OpCenter Owner”), and PAID RUN, LLC, a Massachusetts limited liability company, located at 200 Friberg Parkway, Westborough, Massachusetts 01581 (“Buyer”). Buyer, Sellers and OpCenter Owner are sometimes each referred to separately as a “Party” and collectively herein as the “Parties.”

Paid Inc – CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF PAID, INC. (October 7th, 2015)

PAID, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware,

Paid Inc – COMMON STOCK PURCHASE AGREEMENT (November 21st, 2014)

THIS COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of ___________________, 2014 (the “Signature Date”), between PAID, Inc., a Delaware corporation (the “Company”), and _______________________________ (the “Purchaser”). The Company and the Purchaser may hereinafter be referred to collectively as the “Parties” or individually as a “Party.” Except as otherwise indicated in this Agreement, capitalized terms used herein shall have the meaning as defined in Exhibit A attached to this Agreement.

Paid Inc – CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF PAID, INC. (October 15th, 2014)

PAID, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware,

Paid Inc – SECOND AMENDMENT TO LEASE AGREEMENT (November 14th, 2013)

This Second Amendment to Lease Agreement (“Second Amendment”) is made and shall be effective for all purposes as of the 12th day of November, 2013 by and between FORTY WASHINGTON LLC (“Landlord”), a Massachusetts limited liability company, having a principal place of business at 116 Flanders Road, Suite 2000, Westborough, Massachusetts 01581 and PAID, INC. (“Tenant”) a duly organized and existing Delaware corporation, having a principal place of business at 40 Washington Street, Suite 3000, Westborough, Massachusetts.

Paid Inc – INVENTORY TRANSFER, E-COMMERCE SERVICING AND VIP SERVICES AGREEMENT (February 5th, 2013)

THIS INVENTORY TRANSFER, E-COMMERCE SERVICING AND VIP SERVICES AGREEMENT (the “Agreement”), dated January 31, 2013 (the “Effective Date”), is by and between Paid, Inc. (“PAID”), a Delaware corporation located at 40 Washington Street, Westborough, MA 01581, and MCN Interactive, LLC d/b/a MusicCityNetworks, a Tennessee limited liability company located at 209 10th Avenue South, Suite 400, Nashville, TN 37203 (“MCN”).

Paid Inc – PAID, INC. 2012 NON-QUALIFIED STOCK OPTION PLAN (October 18th, 2012)

The purposes of this PAID, Inc. 2012 Non-Qualified Stock Option Plan (the “2012 Plan”) are (i) to provide long-term incentives and rewards to those employees (the “Employee Participants”) of PAID, Inc., a Delaware corporation (the “Corporation”), and its subsidiaries (if any), and any other individuals, whether directors, consultants or advisors (the “Non-employee Participants”) who are in a position to contribute to the long-term success and growth of the Corporation and its subsidiaries, (ii) to assist the Corporation in retaining and attracting executives and employees and other individuals with requisite experience and ability, and (iii) to associate more closely the interests of such executives and employees and other persons with those of the Corporation's stockholders.

Paid Inc – AGREEMENT FOR NON-QUALIFIED STOCK OPTION under the PAID, INC. 2002 STOCK OPTION PLAN (October 18th, 2012)

THIS AGREEMENT is made this 8th day of August, 2012, by and between PAID, INC., a Delaware corporation (the “Company”), and W. AUSTIN LEWIS, IV (the “Optionee”).

Paid Inc – 2012 STOCK OPTION PLAN (October 18th, 2012)

THIS AGREEMENT is made this 15th day of October, 2012, by and between PAID, INC., a Delaware corporation (the “Company”), and W. AUSTIN LEWIS, IV (the “Optionee”).

Paid Inc – PAID Inc. Appoints Austin Lewis CEO, Chairman; James O’Neil to Board (August 6th, 2012)

Boston, MA – August 2, 2012 – PAID Inc.’s (OTCBB: PAYD) Board of Directors today announced that it has added Austin Lewis and James P. O’Neil to the Board of Directors, effective August 1, 2012. Additionally, the Board of Directors appointed Austin Lewis as the new CEO and Chairman of the Board of Directors of PAID Inc. to replace PAID Inc. co-founder Greg Rotman in those roles.

Paid Inc – Westborough, Massachusetts 01581 Lease to PAID, INC. (December 13th, 2011)

THIS LEASE by and between FORTY WASHINGTON LLC, a Massachusetts limited liability company, ("Landlord") having a principal place of business at 116 Flanders Road, Suite 2000, Westborough, Massachusetts 01581, and PAID, INC., a duly organized and existing Delaware corporation ("Tenant") having a principal place of business at 4 Brussels Street, Worcester, Massachusetts 01610 (Tenant Address).

Paid Inc – LEASE TERMINATION AGREEMENT (December 13th, 2011)

This Lease Termination Agreement (“Agreement”) dated this 7 day of December, 2011 is by and among FLANDERS 155 LLC., a Massachusetts limited liability company, having its mailing address at 116 Flanders Road, Suite 2000, Westborough, Massachusetts 01581 (hereinafter the “Landlord”), PAID, INC., a Delaware corporation, having its principal place of business at 4 Brussels Street, Worcester, Massachusetts 01610 (hereinafter the “Tenant”), and FORTY WASHINGTON LLC, a Massachusetts limited liability company, having its mailing address at 116 Flanders Road, Suite 2000, Westborough, Massachusetts 01581 (the “LLC”).

Paid Inc – Westborough, Massachusetts 01581 Lease to PAID, INC. (October 5th, 2011)

THIS LEASE by and between FLANDERS 155 LLC, a Massachusetts limited liability company, ("Landlord") having a principal place of business at 116 Flanders Road, Suite 2000, Westborough, Massachusetts 01581, and PAID, INC., a duly organized and existing Delaware corporation ("Tenant") having a principal place of business at 4 Brussels Street, Worcester, Massachusetts 01610 (Tenant Address).

Paid Inc – AMENDMENT NO. 4 TO SETTLEMENT AGREEMENT AND MUTUAL RELEASE (May 8th, 2009)

EXHIBIT 10.1 AMENDMENT NO. 4 TO SETTLEMENT AGREEMENT AND MUTUAL RELEASE This AMENDMENT NO. 4 TO THE SETTLEMENT AGREEMENT AND MUTUAL RELEASE (the "Amendment") is made this 7th day of May, 2009, by and between Paid, Inc., a Delaware corporation ("Paid") and Leslie Rotman ("Seller"). RECITALS A. Paid and Seller are parties to a Settlement Agreement dated May 9, 2005, as amended (the "Settlement Agreement"), whereby Paid, directly or through a designee, received the right to purchase from Seller 2,000,000 shares of Common Stock (as adjusted for any stock split, reverse stock split, stock dividend, reclassification, recapitalization, share exchange, reorganization, or other similar event or transaction) at a purchase price per share of the share's par value, $.001, subject only to such other terms agreeable to Paid, which right is expected to terminate on May 9,

Paid Inc – PROMISSORY NOTE (May 12th, 2008)

EXHIBIT 10.2 PROMISSORY NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED. PROMISSORY NOTE $2,500,000 April 29, 2008 FOR VALUE RECEIVED, PAID, INC., a Delaware corporation (the "Company"), promises to pay to the order of Lewis Asset Management, or its registered assigns ("Holder"), on or before the first event of the following: 1. 24 months from the date of this Note ("Maturity Date"); or 2. Any time during the 24 months prior to the Maturity Date; in lawful money of the United States, in immediately available funds, the pri

Paid Inc – WARRANT TO PURCHASE COMMON STOCK (May 12th, 2008)

EXHIBIT 4.1 Form of Warrant THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR APPLICABLE STATE SECURITIES LAWS (COLLECTIVELY, THE "LAWS"). THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF EITHER (I) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE LAWS, OR (II) AN OPINION OF COUNSEL PROVIDED TO THE ISSUER IN FORM, SUBSTANCE AND SCOPE REASONABLY ACCEPTABLE TO THE ISSUER TO THE EFFECT THAT REGISTRATION IS NOT REQUIRED UNDER THE LAWS DUE TO AN AVAILABLE EXCEPTION TO OR EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE LAWS. PAID, INC. WARRANT TO PURCHASE COMMON STOCK Warrant No. 2008--__ Number of Shares: ____ Date of Issuance: Apri

Paid Inc – AMENDMENT NO. 3 TO SETTLEMENT AGREEMENT AND MUTUAL RELEASE (May 12th, 2008)

EXHIBIT 10.1 AMENDMENT NO. 3 TO SETTLEMENT AGREEMENT AND MUTUAL RELEASE This AMENDMENT NO. 3 TO THE SETTLEMENT AGREEMENT AND MUTUAL RELEASE (the "Amendment") is made this 2nd day of May, 2008, by and between Paid, Inc., a Delaware corporation ("Paid") and Leslie Rotman ("Seller"). RECITALS A. Paid and Seller are parties to a Settlement Agreement dated May 9, 2005, as amended (the "Settlement Agreement"), whereby Paid, directly or through a designee, received the right to purchase from Seller 2,000,000 shares of Common Stock (as adjusted for any stock split, reverse stock split, stock dividend, reclassification, recapitalization, share exchange, reorganization, or other similar event or transaction) at a purchase price per share of the share's par value, $.001, subject only to such other terms agreeable to Paid, which right is expected to terminate on May 9, 2008. B. Paid and Seller

Paid Inc – AGREEMENT (March 31st, 2008)

EXHIBIT 4.2 AGREEMENT This Agreement ("Agreement") is entered into and effective as of November 21, 2007 ("Effective Date"), by and between Paid, Inc., a Delaware corporation located at 4 Brussels Street, Worcester, MA 01610 (the "Company"), and Lewis Asset Management Equity Fund, LLP, residing at, 45 Rockefeller Plaza, Suite 2570, New York, NY 10111 or its affiliated designees ("Investor). Whereas, the Company desires to sell 2,500,000 shares of restricted common stock of the Company to Investor, and Investor desires to purchase shares of 2,500,000 shares of restricted common stock of the Company, at a purchase price of $.20 per share (the "Restricted Shares"), for a total purchase price of $500,000 previously loaned to the Company; Whereas, the parties desire to have Investor invest in the Company; NOW, THEREFORE, in consideration of the recitals set

Paid Inc – AMENDMENT NO. 2 TO SETTLEMENT AGREEMENT AND MUTUAL RELEASE (May 15th, 2007)

EXHIBIT 10.1 AMENDMENT NO. 2 TO SETTLEMENT AGREEMENT AND MUTUAL RELEASE This AMENDMENT NO. 2 TO THE SETTLEMENT AGREEMENT AND MUTUAL RELEASE (the "Amendment") is made this 4th day of May, 2007, by and between Paid, Inc., a Delaware corporation ("Paid") and Leslie Rotman ("Seller"). RECITALS A. Paid and Seller are parties to a Settlement Agreement dated May 9, 2005 (the "Settlement Agreement"), whereby Paid, directly or through a designee, received the right to purchase from Seller 2,000,000 shares of Common Stock (as adjusted for any stock split, reverse stock split, stock dividend, reclassification, recapitalization, share exchange, reorganization, or other similar event or transaction) at a purchase price per share of the share's par value, $.001, subject only to such other terms agreeable to Paid, which right is expected to terminate on May 6, 2007. B. Paid and Seller desire to am

Paid Inc – AMENDMENT NO. 1 TO SETTLEMENT AGREEMENT AND MUTUAL RELEASE (May 15th, 2006)

EXHIBIT 10.1 AMENDMENT NO. 1 TO SETTLEMENT AGREEMENT AND MUTUAL RELEASE This AMENDMENT NO. 1 TO THE SETTLEMENT AGREEMENT AND MUTUAL RELEASE (the "Amendment") is made this 31st day of March, 2006, by and between PAID, Inc., a Delaware corporation ("PAID") and Leslie Rotman ("Seller"). RECITALS A. PAID and Seller are parties to a Settlement Agreement dated May 9, 2005 (the "Settlement Agreement"), whereby PAID, directly or through a designee, received the right to purchase from Seller 2,000,000 shares of Common Stock (as adjusted for any stock split, reverse stock split, stock dividend, reclassification, recapitalization, share exchange, reorganization, or other similar event or transaction) at a purchase price per share of the share's par value, $.001, subject only to such other terms agreeable to PAID, which right is expected to terminate on May 6, 2006. B. PAID and Seller desire to

Paid Inc – THIRD MODIFICATION AGREEMENT (March 31st, 2006)

EXHIBIT 4.10 THIRD MODIFICATION AGREEMENT This THIRD MODIFICATION AGREEMENT (the "Agreement") is made as of Oct. 15, 2005, by and between PAID, INC., a Delaware corporation (the "Corporation") and AUGUSTINE FUND, L.P. (the "Lender"). W1TNESSETH R.1. On November 1, 2001 (the "Transaction Date), the Corporation and the Lender entered into a Loan Agreement (the "Loan Agreement") pursuant to which the Lender agreed to extend loans up to $1,000,000 in the form of a Convertible Promissory Note (the "Note"). The Note is convertible into shares of the Corporation's common stock, par value $.001 per share (the "Common Stock"). R.2. On May 21, 2002, the Corporation and Lender entered into a Modification Agreement (the "Modification Agreement") to amend the Loan Agreement, the Note, and the Registration Rights Agreement, including to increase the principal loan amount from $1 mill

Paid Inc – ASSET PURCHASE AGREEMENT (November 14th, 2005)

EXHIBIT 10 ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT ("AGREEMENT") is made and entered into this 8th day of September, 2005, by and among PAID, INC., a Delaware corporation ("Buyer") and LESLIE ROTMAN ("Seller"). RECITALS WHEREAS, Seller owns movie posters listed as Schedule A (the "Posters"); - WHEREAS, Buyer desires to purchase the Posters; and WHEREAS, Buyer and Seller have determined it to be in their respective best interests for Seller to sell the Posters to Buyer in accordance with the terms and conditions hereinafter set forth; NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, Buyer and Seller hereby agree as follows: 1. Purchase and Sale 1.01 Assets Purchased. Subject to the terms and conditions of this Agreement and the limitations of Section 1.02, Seller shall sell to Buyer, free

Paid Inc – ESCROW AGREEMENT (May 13th, 2005)

EXHIBIT 10.2 ESCROW AGREEMENT THIS ESCROW AGREEMENT (this "Agreement") is dated as of May 9, 2005, by and among Paid, Inc., a corporation organized under the laws of the State of Delaware (the "Company"), Leslie Rotman ("Seller"), and Olde Monmouth Stock Transfer Co., Inc., as escrow agent (the "Escrow Agent"). W I T N E S S E T H: WHEREAS, the Company, formerly known as Sales Online Direct, Inc., and Seller are parties to an Agreement and Plan of Merger ("Merger Agreement") dated October 23, 2001, whereby Rotman Collectibles, Inc., a Massachusetts corporation engaged in the movie poster business ("Target"), was merged with and into a subsidiary of the Company. As consideration for such merger, Seller received a 6% Convertible Promissory Note equal to One Million Dollars ($1,000,000) (the "Note"). The principal and interest due under the Note was convertible into shares of c

Paid Inc – SETTLEMENT AGREEMENT AND MUTUAL RELEASE (May 13th, 2005)

EXHIBIT 10.1 SETTLEMENT AGREEMENT AND MUTUAL RELEASE THIS SETTLEMENT AGREEMENT AND MUTUAL RELEASE (the "Agreement") is made and entered into this 9th day of May, 2005, by and between PAID, Inc., a Delaware corporation ("PAID") and Leslie Rotman ("Seller"). Recitals: A. PAID, formerly known as Sales Online Direct, Inc., and Seller are parties to an Agreement and Plan of Merger ("Merger Agreement") dated October 23, 2001, whereby Rotman Collectibles, Inc., a Massachusetts corporation engaged in the movie poster business ("Target"), was merged with and into a subsidiary of PAID. As consideration for such merger, Seller received a 6% Convertible Promissory Note equal to One Million Dollars ($1,000,000) (the "Note"). The principal and interest due under the Note was convertible into shares of common stock of PAID. Seller has converted the entire amount due under the Note into shares o