Intellinetics, Inc. Sample Contracts

Intellinetics, Inc. – Intellinetics, inc. NOTE PURCHASE AGREEMENT (September 26th, 2018)

This NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of ______________ __, 201_, by and between Intellinetics, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”).

Intellinetics, Inc. – 8% SUBORDINATED CONVERTIBLE NOTE DUE December 31, 2020 (September 26th, 2018)

THIS 8% SUBORDINATED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 8% Subordinated Convertible Notes of Intellinetics, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 2190 Dividend Drive, Columbus, OH 43228, designated as its 8% Subordinated Convertible Note due December 31, 2020 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).

Intellinetics, Inc. – WARRANT TO PURCHASE COMMON STOCK (September 26th, 2018)

THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED, DONATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN APPLICABLE EXEMPTION FROM SUCH REGISTRATION.

Intellinetics, Inc. – AMENDMENT to 8% SECURED CONVERTIBLE NOTE DUE NOVEMBER 30, 2019 (September 20th, 2018)

This Amendment (“Amendment”) to the 8% Secured Convertible Notes due November 30, 2019, dated November 17, 2017 and November 29, 2017 (the “Notes”) is entered into and effective as of the last date indicated below, by and between Intellinetics, Inc., a Nevada corporation (the “Company”) and the holders of the Notes (the “Holders”).

Intellinetics, Inc. – AMENDMENT to 12% SUBORDINATED CONVERTIBLE NOTE DUE DECEMBER 31, 2018 (September 20th, 2018)

This Amendment (“Amendment”) to the 12% Subordinated Convertible Notes due December 31, 2018, dated December 30, 2016, January 6, 2017, and January 31, 2017 (the “Notes”) is entered into and effective as of the last date indicated below, by and between Intellinetics, Inc., a Nevada corporation (the “Company”) and the holders of the Notes (the “Holders”).

Intellinetics, Inc. – AMENDMENT to 8% SECURED CONVERTIBLE NOTE DUE NOVEMBER 30, 2009 (May 1st, 2018)

This Amendment (“Amendment”) to the 8% Secured Convertible Notes due November 30, 2009, dated November 17, 2017 and November 29, 2017 (the “Notes”) is entered into and effective as of the last date indicated below, by and between Intellinetics, Inc., a Nevada corporation (the “Company”) and the holders of the Notes (the “Holders”).

Intellinetics, Inc. – AMENDMENT to 8% SECURED CONVERTIBLE NOTE DUE NOVEMBER 30, 2009 (April 2nd, 2018)

This Amendment (“Amendment”) to the 8% Secured Convertible Notes due November 30, 2009, dated November 17, 2017 and November 29, 2017 (the “Notes”) is entered into and effective as of the last date indicated below, by and between Intellinetics, Inc., a Nevada corporation (the “Company”) and the holders of the Notes (the “Holders”).

Intellinetics, Inc. – SECOND AMENDMENT TO INTELLINETICS, INC. 2015 EQUITY INCENTIVE PLAN (February 23rd, 2018)

This Second Amendment to Intellinetics, Inc. 2015 Equity Incentive Plan (this “Amendment”) is made by Intellinetics, Inc., a Nevada corporation (the “Company”), as of February 19, 2018. Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Plan (as defined below).

Intellinetics, Inc. – INTELLINETICS, INC. 2018 EXECUTIVE INCENTIVE COMPENSATION PLAN Adopted February 13, 2018 (February 23rd, 2018)

The purpose of Intellinetics, Inc. 2018 Executive Incentive Compensation Plan is to increase stockholder value and to enhance the ability of the Company to attract, retain and motivate high quality and high performing executives by providing those executives with incentives and awards for making significant contributions to the financial success of the Company based on the achievement of financial and other Performance Goals.

Intellinetics, Inc. – Amendment to Offer of Employment: Severance (February 23rd, 2018)

As an Executive of the Company, you are eligible to receive severance pay in the event your employment is terminated for qualifying reasons.

Intellinetics, Inc. – Ladies and Gentlemen: We are acting as special Nevada counsel for Intellinetics, Inc., a Nevada corporation (the “Company”), in connection with the registration by the Company under the Securities Act of 1933, as amended (the “Act”), of 12,424,615 shares of common stock, par value $0.001 per share, of the Company, of which (a) up to 10,800,000 shares of common stock (the “2017 Private Placement Shares”) are issuable upon conversion of the maximum amount of principal and interest payable, at maturity (assuming no payments are made by the Company of any principal or interest prior to the maturit (February 6th, 2018)

Re: Registration Statement of Intellinetics, Inc., on Form S-1, filed with the United States Securities and Exchange Commission (the “Commission”) on or about this date (the “Registration Statement”)

Intellinetics, Inc. – Ladies and Gentlemen: We are acting as special Nevada counsel for Intellinetics, Inc., a Nevada corporation (the “Company”), in connection with the registration by the Company under the Securities Act of 1933, as amended (the “Act”), of 12,424,615 shares of common stock, par value $0.001 per share, of the Company, of which (a) up to 10,800,000 shares of common stock (the “2017 Private Placement Shares”) are issuable upon conversion of the maximum amount of principal and interest payable, at maturity (assuming no payments are made by the Company of any principal or interest prior to the maturit (January 29th, 2018)

Re: Registration Statement of Intellinetics, Inc., on Form S-1, filed with the United States Securities and Exchange Commission (the “Commission”) on or about this date (the “Registration Statement”)

Intellinetics, Inc. – REGISTRATION RIGHTS AGREEMENT (November 24th, 2017)

This Registration Rights Agreement (this “Agreement”) is made and entered into _________ ___, 2017, among Intellinetics, Inc., a Nevada corporation (the “Company”), and the several purchasers signatory hereto (each such purchaser, a “Purchaser” and collectively, the “Purchasers”).

Intellinetics, Inc. – WARRANT TO PURCHASE COMMON STOCK (November 24th, 2017)

THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED, DONATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN APPLICABLE EXEMPTION FROM SUCH REGISTRATION.

Intellinetics, Inc. – 8% Secured CONVERTIBLE NOTE DUE November 30, 2019 (November 24th, 2017)

THIS 8% SECURED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 8% Secured Convertible Notes of Intellinetics, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 2190 Dividend Drive, Columbus, OH 43228, designated as its 8% Secured Convertible Note due November 30, 2019 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).

Intellinetics, Inc. – SECURITY AGREEMENT (November 24th, 2017)

SECURITY AGREEMENT, dated as of __________ __, 2017, made by Intellinetics, Inc., a Nevada corporation (the “Borrower”), in favor of Taglich Brothers, Inc., a New York corporation, in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the lenders listed on Schedule 1 attached hereto (the “Lenders”).

Intellinetics, Inc. – Intellinetics, inc. NOTE PURCHASE AGREEMENT (November 24th, 2017)

This NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of _____________ ___, 2017, by and among Intellinetics, Inc., a Nevada corporation (the “Company”), Taglich Brothers, Inc., as the Agent on behalf of each of the Investors (the “Agent”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”).

Intellinetics, Inc. – CONVERTIBLE PROMISSORY NOTE (October 26th, 2017)

This Note has been issued with an original issue discount (“OID”) of Two Thousand Three Hundred Twenty Dollars ($2,320) from the Principal Amount. This Note is executed and delivered as of October 22, 2017, but is intended to memorialize the terms of an advance of $75,000 (representing the Principal Amount less OID) made by the Payee to the Company on September 21, 2017 (the “Effective Date”), and as such this Note is intended to be effective as of the Effective Date.

Intellinetics, Inc. – WARRANT TO PURCHASE COMMON STOCK (October 26th, 2017)

THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND MAY NOT BE SOLD, PLEDGED, HYPOTHECATED, DONATED OR OTHERWISE TRANSFERRED WITHOUT COMPLIANCE WITH THE REGISTRATION OR QUALIFICATION PROVISIONS OF APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR WITHOUT DELIVERING AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

Intellinetics, Inc. – FIRST AMENDMENT TO INTELLINETICS, INC. 2015 EQUITY INCENTIVE PLAN (September 26th, 2017)

This First Amendment to Intellinetics, Inc. 2015 Equity Incentive Plan (this “Amendment”) is made by Intellinetics, Inc., a Nevada corporation (the “Company”), as of September 25, 2017. Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Plan (as defined below).

Intellinetics, Inc. – James DeSocio (September 26th, 2017)
Intellinetics, Inc. – Intellinetics, Inc. Completes Convertible Debt Financing in Anticipation of Sales Growth via New Reseller Agreements (February 2nd, 2017)

COLUMBUS, OH – (Feb 2, 2017) – Intellinetics, Inc. (OTCQB: INLX), an Enterprise Content Management (ECM) software company focused on IntelliCloudTM (a cloud-based document management solution for the Small to Medium Business (SMB) market and business teams within large enterprises), announced it has closed the final tranche of a convertible promissory notes financing and raised a total of $1.25 million.

Intellinetics, Inc. – WARRANT TO PURCHASE COMMON STOCK VOID AFTER 5:00 P.M., EASTERN TIME, ON THE EXPIRATION DATE (January 6th, 2017)

THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED, DONATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN APPLICABLE EXEMPTION FROM SUCH REGISTRATION.

Intellinetics, Inc. – Intellinetics, inc. NOTE PURCHASE AGREEMENT (January 6th, 2017)

This NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of ______________ __, 201_, by and between Intellinetics, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”).

Intellinetics, Inc. – 12% SUBORDINATED CONVERTIBLE NOTE DUE December 31, 2018 (January 6th, 2017)

THIS 12% SUBORDINATED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 12% Subordinated Convertible Notes of Intellinetics, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 2190 Dividend Drive, Columbus, OH 43228, designated as its 12% Subordinated Convertible Note due December 31, 2018 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).

Intellinetics, Inc. – EMPLOYMENT AGREEMENT OF JOSEPH D. SPAIN (December 6th, 2016)

This Agreement is made this 2nd day of December, 2016, the” Effective Date” between Intellinetics™ Inc. (hereinafter, “Employer”) at 2190 Dividend Drive, in the City of Columbus, County of Franklin, State of Ohio 43228, and Joseph D. Spain, (hereinafter, “Employee”).

Intellinetics, Inc. – Contract (December 6th, 2016)

THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED, ASSIGNED OR OTHERWISE DISPOSED OF, AND NO TRANSFER OF THIS PROMISSORY NOTE WILL BE MADE BY THE COMPANY OR ITS TRANSFER AGENT IN THE ABSENCE OF SUCH REGISTRATION OR AN APPLICABLE EXEMPTION FROM SUCH REGISTRATION.

Intellinetics, Inc. – WARRANT TO PURCHASE COMMON STOCK (December 6th, 2016)

THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND MAY NOT BE SOLD, PLEDGED, HYPOTHECATED, DONATED OR OTHERWISE TRANSFERRED WITHOUT COMPLIANCE WITH THE REGISTRATION OR QUALIFICATION PROVISIONS OF APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR WITHOUT DELIVERING AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

Intellinetics, Inc. – Intellinetics, Inc. Reports Second Quarter and Six-Month Financial Results Revenue and Channel Growth Accelerating (August 15th, 2016)

COLUMBUS, OH – (August 15, 2016) – Intellinetics, Inc. (OTCQB: INLX), an Enterprise Content Management (ECM) software company focused on cloud-based document solutions for the Small to Medium Business (SMB) market, announced financial results for the second quarter and six-months ended June 30, 2016.

Intellinetics, Inc. – Intellinetics, Inc. Reports First Quarter Results Revenue and Channel Growth Accelerating (May 16th, 2016)

COLUMBUS, OH – (May 16, 2016) – Intellinetics, Inc. (OTCQB: INLX), an Enterprise Content Management (ECM) software company focused on cloud-based document solutions for the Small to Medium Business (SMB) market, announced financial results for the first quarter ended March 31, 2016.

Intellinetics, Inc. – Opinion of Downey Brand, LLP (April 28th, 2016)

Re:Amendment No. 2 to Registration Statement of Intellinetics, Inc., on Form S-1, filed with the United States Securities and Exchange Commission (the “Commission”) on or about this date (the “Registration Statement”)

Intellinetics, Inc. – Opinion of Downey Brand, LLP (April 22nd, 2016)

Re:Amendment No. 1 to Registration Statement of Intellinetics, Inc., on Form S-1, filed with the United States Securities and Exchange Commission (the “Commission”) on or about this date (the “Registration Statement”)

Intellinetics, Inc. – Opinion of Downey Brand, LLP (March 30th, 2016)

Re:Registration Statement of Intellinetics, Inc., on Form S-1, filed with the United States Securities and Exchange Commission (the “Commission”) on or about this date (the “Registration Statement”)

Intellinetics, Inc. – Non-qualified Stock Option Agreement (March 28th, 2016)

This Stock Option Agreement (this "Agreement") is made and entered into as of [DATE] by and between Intellinetics, Inc., a Nevada corporation (the "Company") and [DIRECTOR NAME] (the "Director").

Intellinetics, Inc. – AMENDED AND RESTATED COGNOVIT PROMISSORY NOTE (March 28th, 2016)

THIS AMENDED AND RESTATED PROMISSORY NOTE (this “Note”) is executed by Intellinetics, Inc., an Ohio corporation (the “Company”), and delivered to the Director of the Ohio Development Services Agency, formerly known as the Department of Development of the State of Ohio (the “Director”), and amends and restates the Cognovit Promissory Note dated July 17, 2019, delivered by the Company in favor of the Director.