Amasys Corp Sample Contracts

StemGen, Inc. – D3ESPORTS ANNOUNCES JOINT VENTURE WITH THE LEARNING PARTNERSHIP AND DAWSON RACING TO FORM STEMGEN CONNECT (May 21st, 2019)

Houston, TEXAS, May 21, 2019…D3esports, a division of StemGen, Inc. (OTC: SGNI), today announced a joint venture with UK-based The Learning Partnership (TLP) and Houston-based Dawson Racing with the creation of StemGen Connect.

StemGen, Inc. – Contract (May 21st, 2019)

This Joint Venture Agreement (“Agreement”) is made and entered in as of the last date of the signatures hereinbelow, by and between

StemGen, Inc. – INDEX TO UNAUDITED STEMGEN, INC. PRO FORMA CONDENSED FINANCIAL STATEMENTS (February 1st, 2019)

At the effective time of the merger (the “Merger”) of D3esports Corp. (“D3”), with and into StemGen, Inc. (“StemGen”), with StemGen surviving the Merger, each issued and outstanding share of common and preferred stock of D3 will be converted into common and preferred shares of StemGen in accordance with the terms of the Agreement and Plan of Reorganization between StemGen and D3.

StemGen, Inc. – ESPORTS AGREEMENT (February 1st, 2019)

This Esports Service Agreement (“Agreement”) is entered into on November 1, 2018 (the “Effective Date”), by and between Mainline.GG, with its principal place of business at 1336 Brittmoore Rd., Houston, TX 77043 (“Mainline.GG”) and D3esports, Inc., an incorporated company, with its principal place of business at 1 Performance Drive, Angleton, TX 77515 (“D3 Esports”).

StemGen, Inc. – AGREEMENT AND PLAN OF REORGANIZATION (December 19th, 2018)

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made and entered into as of the date of the last signature hereinbelow, by and among StemGen, Inc., a Delaware corporation (hereinafter referred to as “StemGen”), D3esports Corp., a Wyoming corporation (hereinafter referred to as “D3esports”), and the undersigned holders of securities of D3esports Corp. (“Securityholders”).

StemGen, Inc. – StemGen, Inc. Houston, Texas 77024 (November 2nd, 2018)
StemGen, Inc. – LLC MEMBERSHIP INTEREST PURCHASE AGREEMENT (October 19th, 2015)

This LLC MEMBERSHIP INTEREST PURCHASE AGREEMENT, (Agreement) dated as of May 15, 2015, by and among IRONCLAD GROUP HOLDINGS CORP ("IRONCLAD") a Texas limited liability company whose address is 4620 North Braeswood, # 202, Houston Texas, 77096 and represented herein by Simon Jim, manager and authorized agent (hereafter referred to as SELLER); and STEMGEN, INC. ("STEMGEN" or the "Company"), a Delaware limited liability company whose address is 800 Town and Country Boulevard, Suite 300, Houston, Texas 77024 and represented herein by David Walls, its manager and authorized agent (hereafter referred to as BUYER).

StemGen, Inc. – LLC MEMBERSHIP INTEREST PURCHASE AGREEMENT (July 20th, 2015)

This LLC MEMBERSHIP INTEREST PURCHASE AGREEMENT, (Agreement) dated as of May 15, 2015, by and among IRONCLAD GROUP HOLDINGS CORP ("IRONCLAD") a Texas limited liability company whose address is 4620 North Braeswood, # 202, Houston Texas, 77096 and represented herein by Simon Jim, manager and authorized agent (hereafter referred to as SELLER); and STEMGEN, INC. ("STEMGEN" or the "Company"), a Delaware limited liability company whose address is 800 Town and Country Boulevard, Suite 300, Houston, Texas 77024 and represented herein by David Walls, its manager and authorized agent (hereafter referred to as BUYER).

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (July 20th, 2015)

StemGen, Inc., a Delaware corporation (the "Company") has offered to sell, to the purchasers thereof (each an "Investor" and, collectively, the "Investors"), unregistered shares of the Issuer's common stock (the "Shares") upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the "Purchase Agreement"). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the "Agreement") effective as of March 11, 2015.

StemGen, Inc. – STOCK PURCHASE AGREEMENT (July 20th, 2015)

Stock Purchase Agreement (this "Agreement"), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the "Company"), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a "Purchaser" and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the "Purchasers."

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 17th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 17th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 17th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 17th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 17th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 17th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 17th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 17th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 17th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 17th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 13th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 13th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 13th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 13th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 13th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 13th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 13th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 13th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STOCK PURCHASE AGREEMENT (March 13th, 2015)

Stock Purchase Agreement (this “Agreement”), dated as of March 6, 2015, among StemGen, Inc., a Delaware corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

StemGen, Inc. – STEMGEN, INC. 5,000,000 Shares Common Stock REGISTRATION RIGHTS AGREEMENT (March 13th, 2015)

StemGen, Inc., a Delaware corporation (the “Company”) has offered to sell, to the purchasers thereof (each an “Investor” and, collectively, the “Investors”), unregistered shares of the Issuer’s common stock (the “Shares”) upon the terms set forth in the Purchase Agreement dated March 6, 2015 (the “Purchase Agreement”). As an inducement to the Investors to enter into the Purchase Agreement, the Issuer enters into this registration rights agreement (the “Agreement”) effective as of March 11, 2015.

StemGen, Inc. – STOCK PURCHASE AGREEMENT (June 5th, 2014)

This Stock Purchase Agreement (“Agreement”) is made as of May 20, 2014, by and between StemGen, Inc., a Delaware corporation (the “Company”) and Landor Investment Corp., a Panama corporation (“Purchaser”).

StemGen, Inc. – CERTIFICATE OFAMENDMENT TO THE CERTIFICATE OF INCORPORATION OF AMASYS CORPORATION (February 8th, 2013)

AMASYS Corporation, a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify that:

Amasys Corp – StemGen Inc. (December 31st, 2012)

This letter of intent (this "Letter") sets forth certain understandings and agreements between StemGen Inc., a Nevada Corporation ("StemGen"), and Amasys Corporation, a Delaware corporation ("Amasys"), concerning a proposed business combination involving StemGen and Amasys (the "Transaction").

Amasys Corp – AMASYS CORPORATION COMMON STOCK PURCHASE WARRANT EXERCISABLE UNTIL AUGUST 31, 2021 (September 6th, 2011)

Chip Brian is the owner of a Warrant to purchase up to 1,000,000 shares of the Common Stock of AMASYS Corporation on the terms and conditions set forth below:

Amasys Corp – NOTE (September 24th, 2008)

NOTE U.S. $25,000.00 September 16, 2008 FOR VALUE RECEIVED, the undersigned, AMASYS Corporation, a Delaware corporation (the "Borrower"), HEREBY PROMISES TO PAY to the order of C. W. GILLULY (the "Lender"), upon demand, the principal sum of U.S. Twenty Five Thousand Dollars ($25,000.00), which constitutes the aggregate principal amount of the Advance (defined below) made by the Lender to the Borrower and outstanding on the date hereof. The Borrower promises to pay interest on the unpaid principal amount of the Advance from the date of such Advance until such principal amount is paid in full, at the rate of 12% per annum. Both principal and interest are payable in lawful money of the United States of America to the Lender, on or before December 31, 2008, at 415 First Street, S.E. Washington, D.C., 20003, or such other address as the holder he